8-A Registration Statement Sample Clauses

The 8-A Registration Statement clause outlines the requirement for a company to file a specific form with the Securities and Exchange Commission (SEC) to register a class of securities under Section 12 of the Securities Exchange Act of 1934. This process typically applies when a company is seeking to list its securities on a national securities exchange, such as the NYSE or NASDAQ, and involves providing detailed information about the securities and the issuer. By mandating this filing, the clause ensures that the securities are properly registered and subject to ongoing reporting obligations, thereby promoting transparency and regulatory compliance in the public markets.
8-A Registration Statement. (i) A registration statement on Form 8-A (File No. 333-[·]) in respect of the registration of the Shares (the various parts of such registration statement, including all exhibits thereto, each as amended at the time such part of the registration statement became effective, being hereinafter called the “8-A Registration Statement”) under the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”), has been filed with the Commission; (ii) such registration statement in the form delivered to the Representatives has been declared effective by the Commission in such form; (iii) no other document with respect to such registration statement has heretofore been filed with the Commission; (iv) no stop order suspending the effectiveness of such registration statement has been issued and no proceeding for that purpose has been initiated or, to the best of the Company’s knowledge, threatened by the Commission; and (v) the 8-A Registration Statement when it became effective conformed, and any further amendments thereto will conform, in all material respects to the requirements of the Exchange Act and the rules and regulations of the Commission thereunder, and did not and will not, as of the applicable effective date, contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading.
8-A Registration Statement. A registration statement on Form 8-A (File No. ) has been filed with the Commission; such registration statement in the form previously delivered to the Representative has been declared effective by the Commission under the Securities and Exchange Act of 1934, as amended, and the rules and regulations of the Commission thereunder (collectively, the “Exchange Act”), in such form (such registration statement, as amended at the time it became effective, being hereinafter called the “8-A Registration Statement”); no stop order suspending the effectiveness of the 8-A Registration Statement has been issued by the Commission and no proceeding for that purpose has been initiated or, to the best of the Company’s knowledge after due inquiry, threatened by the Commission; as of the applicable effective date of the 8-A Registration Statement and any amendment thereto, if applicable, the 8-A Registration Statement complied or will comply in all material respects to the requirements of the Exchange Act and the rules and regulations of the Commission thereunder.