Takeover Tactics and Public Policy: Hearings Before the Subcommittee on Telecommunications, Consumer Protection, and Finance of the Committee on Energy and Commerce, House of Representatives, Ninety-eighth Congress, Second Session, on H.R. 2371, H.R. 5250, H.R. 5693, H.R. 5694, H.R. 5696, and H.R. 5696 ... March 28 and May 23, 1984, Volume 4U.S. Government Printing Office, 1984 |
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Palavras e frases frequentes
abuses acquiring acquiror advisory vote agree amended assets believe bidder business combination business judgment rule capital cash change of control Commerce Clause Committee on Tender concern Congress Consumer Protection control share acquisition corporate law corporate takeovers Court decision defensive tactics disclosure economic effect equity securities Exchange Act fair federal law federal regulation golden parachutes greenmail holders Honorable Timothy hostile tender offer insurance companies interested shareholder investment investors issuer issues legislation letter McCarran-Ferguson Act merger minimum offering period Mite NAIC NASAA offeror Ohio person preemption prohibit proposed Protection and Finance provisions proxy public interest purchase regulation of tender regulatory repurchase Schedule 13D SEC Advisory Committee Section shareholder approval shareholder vote specific statement statutes Subcommittee on Telecommunications supermajority takeover bid takeover regulation target company target corporation tender offer regulation Texaco Timothy E tion transactions U.S. House U.S. Supreme Court Williams Act Wirth Chairman
Passagens conhecidas
Página 153 - The business of insurance, and every person engaged therein, shall be subject to the laws of the several States which relate to the regulation or taxation of such business.
Página 280 - ... under common control with, the person specified. (b) Control. The term "control" (including the terms "controlling", "controlled by" and "under common control with") means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract...
Página 167 - No Act of Congress shall be construed to invalidate, impair, or supersede any law enacted by any State for the purpose of regulating the business of Insurance...
Página 471 - Act ox 1940, is directly or indirectly the beneficial owner of more than 10 per centum of such class shall, within ten days after such acquisition, send to the issuer of the security at its principal executive office, by registered or certified mail, send to each exchange where the security is traded, and file with the Commission, a statement containing...
Página 278 - affiliate' of, or a person 'affiliated' with, a specified person, is a person that directly, or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, the person specified. "(f) Control. The term 'control' (including the terms 'controlling,
Página 155 - The financial condition of any acquiring party is such as might jeopardize the financial stability of the insurer, or prejudice the interest of its policyholders or the interests of any remaining...
Página 159 - Undoubtedly, other activities of insurance companies relate so closely to their status as reliable insurers that they too must be placed in the same class. But whatever the exact scope of the statutory term, it is clear where the focus was — it was on the relationship between the insurance company and the policyholder. Statutes aimed at protecting or regulating this relationship, directly or indirectly, are laws regulating the "business of insurance.
Página 276 - ... shall have the right to examine, in person, or by agent or attorney, at any reasonable time or times, for any proper purpose, its books and records of account, minutes and record of shareholders and to make extracts therefrom.
Página 278 - ... of which such person is an officer or partner or is, directly or indirectly, the beneficial owner of 10 percent or more of any class of equity securities, (2) any trust or other estate in which such person has a substantial beneficial interest or as to which such person serves as trustee or in a similar fiduciary capacity...
Página 278 - ... or more of any class of equity securities, (2) any trust or other estate in which such person has a substantial beneficial interest or as to which such person serves as trustee or in a similar fiduciary capacity, and (3) any relative or spouse of such person, or any relative of such spouse. who has the same home as such person or who Is a director or officer of the bank or any of its parents or subsidiaries. (e) The term "charter...