Securities and Exchange. Commission relating to the maintenance of segregated accounts by registered investment companies and (iv) for other proper corporate purposes, but only, in the case of clause (iv), upon receipt of, in addition to Proper Instructions, a certified copy of a resolution of the Board of Directors or of the Executive Committee signed by an officer of the Fund and certified by the Secretary or an Assistant Secretary, setting forth the purpose or purposes of such segregated account and declaring such purposes to be proper corporate purposes.
Securities and Exchange. Commission Rule 14b - 2 requires banks which hold securities for the account of customers to respond to requests by issuers of securities for the names, addresses and holdings of beneficial owners of securities of that issuer held by the bank unless the beneficial owner has expressly objected to disclosure of this information. In order to comply with the rule, the Custodian need~ the Fund to indicate whether it authorizes the Custodian to provide the Fund's name, address, and share position to requesting companies whose securities the Fund owns. If the Fund tells the Custodian "no", the Custodian will not provide this information to requesting companies. If the Fund tells the Custodian "yes" or does not check either "yes" or I:\dsfndlgl\stb\port\amend6.txt "no" below, the Custodian is required by the rule to treat the Fund as consenting to disclosure of this information for all securities owned by the Fund or any funds or accounts established by the Fund. For the Fund's protection, the Rule prohibits the requesting company from using the Fund's name and address for any purpose other than corporate communications. Please indicate below whether the Fund consents or objects by checking one of the alternatives below. YES [ ] The Custodian is authorized to release the Fund's name, address, and share positions. NO [X] The Custodian is not authorized to release the Fund's name, address, and share positions.
Securities and Exchange. Commission Rules ---------------------------------------------------- It is the intent of the Parties that the determination of the costs as used in this Agreement shall be consistent with, and in compliance with the rules and regulations of the SEC, as they now read or hereafter may be modified by the Commission.
Securities and Exchange. Commission Rule 14b-2 requires banks which hold securities for the account of customers to respond to requests by issuers of securities for the names, addresses and holdings of beneficial owners of securities of that issuer held by the bank unless the beneficial owner has expressly objected to disclosure of this information. In order to comply with the rule, the Custodian needs for the Trust to indicate whether the Trust, on behalf of the Portfolios, authorizes the Custodian to provide the Trust's name, address, and share position to requesting companies whose stock the Trust owns. If the Trust tells the Custodian "no", the Custodian will not provide this information to requesting companies. If the Trust tells the Custodian "yes" or does not check either "yes" or "no" below, the Custodian is required by the rule to treat the Trust as consenting to disclosure of this information for all securities owned by any Portfolios of the Trust. For the Trust's protection, the Rule prohibits the requesting company from using the Trust's name and address for any purpose other than corporate communications. Please indicate below whether the Trust consents or objects by checking one of the alternatives below. YES [ ] The Custodian is authorized to release the Trust's name, address, and share positions. NO [ ] The Custodian is not authorized to release the Trust's name, address, and share positions.
Securities and Exchange. Commission that may at any time permit the Subscriber to sell Purchased Shares to the public without registration or pursuant to a registration on Form S-3, the Corporation covenants and agrees to: (i) make and keep public information available, as those terms are understood and defined in Rule 144 under the Securities Act, until the earlier of (A) the second anniversary of the Closing Date or (B) such date as all of the Purchased Shares shall have been resold by the Subscriber thereof; (ii) file with the SEC in a timely manner all reports and other documents required of the Corporation under the Securities Act and the Exchange Act; and (iii) furnish to the Subscriber upon request, as long as the Subscriber owns any Purchased Shares, (A) a written statement by the Corporation that it has complied with the reporting requirements of the Securities Act and the Exchange Act, (B) a copy of the most recent annual or quarterly report of the Corporation, and (C) such other information as may be reasonably requested in order to avail the Subscriber of any rule or regulation of the SEC that permits the selling of any such Purchased Shares without registration or pursuant to such Form S-3.
Securities and Exchange. Commission Filings; Financial Statements.
Securities and Exchange. Commission nor any securities commission of any state of the United States has reviewed, approved or disapproved this Announcement or the Acquisition, nor have such authorities passed upon or determined the fairness of the Acquisition or the adequacy or accuracy of the information contained in this Announcement. Any representation to the contrary is a criminal offence in the United States.
Securities and Exchange. Commission Reports and Other ---------------------------------------------------- Information. Careside shall file with the Securities and Exchange Commission ----------- and thereupon provide the Holders with such annual reports and such information, documents and other reports as are specified in Sections 13 and 15(d) of the Exchange Act and applicable to a United States corporation subject to such Sections, such information, documents and other reports to be so filed and provided at the times specified for the filing of such information, documents and reports under such Sections.
Securities and Exchange. Commission Rule 1 4b-2 requires banks which hold securities for the account of customers to respond to requests by issuers of securities for the names, addresses and holdings of beneficial owners of securities of that issuer held by the bank unless the beneficial owner has expressly objected to disclosure of this information. In order to comply with the rule, State Street needs the Company to indicate whether it authorizes State Street to provide the Company's name, address, and share position to requesting companies whose securities are held in the Account. If the Company tells State Street "no," State Street will not provide this information to requesting companies. If the Company tells State Street "yes" or does not check either "yes" or "no" below, State Street is required by the rule to treat the Company as consenting to disclosure of this information for all securities owned by the Company or any funds or accounts established by the Company. For the Company's protection, the Rule prohibits the requesting company from using the Company's name and address for any purpose other than corporate communications. Please indicate below whether the Company consents or objects by checking one of the alternatives below. Yes |X| State Street is authorized to release the Company's name, address, and share positions. No | | State Street is not authorized to release the Company's name, address, and share positions.
Securities and Exchange. Commission Rules When warrants are taken rather than a cash over-ride, both the borrower and the bank must consider the implications under the Securities Act of 1933 and the Securities and Exchange Act of 1934. Under the Act of 1933, every public distribution of securities must be registered unless exempted. While a bank loan with warrants may be construed a private placement and thereby exempt from registration, the ultimate disposition of the warrants may be considered a public distribution. An investment letter from the bank to the borrower and from any future assignee to the bank may obtain exemption for the warrants. A surer course would be for the borrower to register both the warrants and the underlying securities. If the bank disposes of the warrants pursuant to a Securities and Exchange Commission Registration statement, which is true and complete, the probability of liability is small. If a registration statement is not used, the bank must sell the warrants privately or, if publicly distributed, the sale must be at such a time that the bank can no longer be judged an underwriter. This may be two years or more after receiving the warrants. Even so, if the bank has information which would materially and adversely affect the value of the warrants, such information should be transmitted to the buyer, whether private or public. Otherwise, insider liability is possible under the Act. A~~~~~~~~~~nlld~~~~~~~. ~~~~~~~~~~~~~~-r~~~~~~~~~~~~~~_r~~~~~~~~-~~~~~~~~ —~~~~~~ e-~~~~~ ~ * ~ C~ ~ ~.r.-~-T U —~~~~~~~~~~~~-~r-~-*~~~~~~~~~~~~~~~~~~~ ---C~-~ ~ ~ ~ ~~~~-~~~~~l~ ~ ~ ~ r~~ ~ _~,~ l ~.~.U~,_~ _ </P> <P><PB REF="00000012.tif" SEQ="00000012" RES="600dpi" FMT="TIFF6.0" FTR="UNSPEC" CNF="883" N="11"> -11 - If the stock purchase warrants taken by a bank in lieu of interest come from a corporation with securities registered under the Securities Exchange Act of 1934, the question of insider activity could become a serious consideration. If the borrower is not already registered and if registration of the warrant is felt unnecessary, the S.E.C. reporting requirements would be avoided. This does not mean that potential insider liability is avoided, however. Stock purchase warrants are defined in the Act as "equity securities" for purposes of regulation. Therefore, warrant holders are subject to the same regulations as are stockholders. The statutory definition of an insider includes directors, officers, underwriters and' "each security holder of record h...
