Regulating Hostile Corporate Takeovers: Hearings Before the Committee on Banking, Housing, and Urban Affairs, United States Senate, One Hundredth Congress, First Session on S. 227 ... S. 678 ... S. 1264 ... S. 1323 ... S. 1324 ... June 23, 24, and 25, 1987, Nide 4U.S. Government Printing Office, 1987 - 545 sivua |
Muita painoksia - Näytä kaikki
Yleiset termit ja lausekkeet
abuses acquire amended arbitrage arbitrageurs assets BACHMANN believe bidders bill business days business judgment rule capital markets CELEBREZZE Chairman Commission Committee concern Congress Corp corporate control corporate governance corporate takeovers courts debt decision defensive tactics directors disclosure economic effect employees equity securities ERISA federal filing financing firm going golden parachutes GREENHILL greenmail hostile takeovers increase insider trading institutional investors interest investment banking issue issuer junk bonds legislation leveraged buyout ment mergers and acquisitions million Morgan Stanley ownership pension funds percent person poison pills problem profits prohibit proposed protection provisions purchase raiders regulation require role rule Schedule 13D Section 13(d Securities Exchange Act securities laws Senator RIEGLE Senator SANFORD Senator WIRTH shareholder approval shareholders shares SPRINKEL statement statute stockholders takeover activity target company tender offer Thank threshold tion transactions two-tier bids violations voting Williams Act
Suositut otteet
Sivu 112 - The committee has taken extreme care to avoid tipping the balance of regulation either in favor of management or in favor of the person making the takeover bid. The bill is designed to require full and fair disclosure for the benefit of investors while at the same time providing the offerer and management equal opportunity to fairly present their case.
Sivu 333 - I don't think they play at all fairly," Alice began, in rather a complaining tone, " and they all quarrel so dreadfully one can't hear one's self speak — and they don't seem to have any rules in particular ; at least, if there are, nobody attends to them...
Sivu 12 - ... trading such security, a description of the transaction and the names of the parties thereto, except that where a source of funds is a loan made in the ordinary course of business by a bank, as defined in section 3(a)(6) of this title, if the person filing such statement so requests, the name of the bank shall not be made available to the public...
Sivu 12 - Code, is amended by adding at the end 22 thereof the following: 23...
Sivu 12 - ... percent of the class of the securities to be purchased and has 20 held such securities for less than 6 months, unless such pur21 chase has been approved by the affirmative vote of a majority 22 of the aggregate voting securities of the issuer, or the issuer 23 makes an offer to acquire, of at least equal value...
Sivu 454 - On its face, the Indiana Control Share Acquisitions Chapter evenhandedly determines the voting rights of shares of Indiana corporations. The Act does not conflict with the provisions or purposes of the Williams Act. To the limited extent that the Act affects interstate commerce, this is justified by the State's interests in defining the attributes of shares in its corporations and in protecting shareholders. Congress has never questioned the need for state regulation of these matters. Nor do we think...
Sivu 442 - SEC v. Certain Unknown Purchasers of the Common Stock of, and Call Options for, the Common Stock of Santa Fe International Corporation, et al., Civ.
Sivu 473 - mortgage related security" means a security that is rated in one of the two highest rating categories by at least one nationally recognized statistical rating organization, and either...
Sivu 466 - Commission believes that the active securities business now occurring in banks beyond the Commission's statutory jurisdiction raises substantial investor protection concerns. The Commission administers a coordinated system of regulation of securities activities that is designed specifically to assure that investors are adequately protected through full disclosure and the prevention of unfair and inequitable practices in the securities markets. Broker-dealer registration is an important element of...
Sivu 423 - Act, which I sponsored, was enacted. The legislation was designed to provide an effective deterrent to insider trading by increasing the penalties from disgorgement alone to disgorgement plus a civil penalty of up to three times the amount of the profits gained or losses avoided. Although the Insider Trading Sanctions Act was Intended to be a deterrent, some of the largest and most egregious insider trading cases have been prosecuted since that tine.