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Executive Bylaws - CMA

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Executive Bylaws

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  • February 17
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3-1-18 Acquisition in the Existence of Parties with Effective Control Of Module Nine: Mergers and Acquisitions
Section: Chapter Three: Acquisitions
  • Sunday, 05 February 2017

    If a Person has Effective Control of either an Offeror company or an Offeree company or both before the execution of an acquisition, the Offer Document shall include the following additional information: 1. Name of any person with Effective Control and any subsidiaries or persons with whom they are Acting in Concert. 2. A statement of the existing ownership of the person with Effective Control in each party of the Acquisition Offer, including any shares owned or controlled by that party, or by any Subsidiary or person with whom they are Acting in Concert with it, or that the party with Effective Control or any Subsidiary or person with whom they are Acting in Concert with has an option of purchasing such shares. 3. A statement of whether the person with Effective Control holds a position of employment or serves as a Member of a Board of Directors at any of the companies involved in the Acquisition Offer. 4. An opinion of the Members of a Board of Directors of the Offeree Company concerning the Acquisition Offer and whether it is fair and reasonable for the rest of the shareholders other than the party with Effective Control, and the fact that the Members of a Board of Directors have developed this opinion without any role by such person. 5. Any reservations made by the Members of a Board of Directors concerning the Acquisition Offer, if any.

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