Chapter 110C

Section 1. As used in this chapter the following words shall, unless the context otherwise requires, have the following meanings:— ''Affiliate of an offeror'', any person controlling, controlled by, or under common control with an offeror. ''Associate of an offeror'', (1) Any cor…

Section 10. (a) The secretary may, pursuant to section four hundred and twelve of chapter one hundred and ten A prescribe reasonable rules and regulations or issue orders with respect to particular situations: (1) Defining any terms used in this chapter including fraudulent, evas…

Section 11. If the offeror or a target company is an insurance company subject to regulation under chapter one hundred and seventy-five to chapter one hundred and seventy-five C, inclusive, the commissioner of insurance shall for all purposes of this section be substituted for th…

Section 12. This chapter does not apply when:— (a) The offeror or the target company is a public utility or a public utility holding company as defined in section two of the ''Public Utility Holding Company Act of 1935'', 15 U.S.C. 79, as amended, and the take-over bid is subject…

Section 13. The provisions of this chapter are severable and if any such provision or the application of such provision to any person or circumstances shall be held to be invalid or unconstitutional, such invalidity or unconstitutionality shall not affect the validity or constitu…

Section 2. No offeror shall make a take-over bid unless he announces publicly the terms of the proposed take-over bid, files with the secretary and the target company, on the date of the commencement of the take-over bid, copies of all information required by section four, and pa…

Section 3. No offeror shall make a take-over bid if he and his associates and affiliates are directly or indirectly the beneficial owners of five per cent or more of the issued and outstanding equity securities of any class of the target company, any of which were purchased withi…

Section 4. The information to be filed by the offeror with the secretary and the target company pursuant to section two shall include:— Copies of all prospectuses, brochures, advertisements, circulars, letters, or other matter by means of which the offeror proposes to disclose to…

Section 5. Copies of all advertisements, circulars, letters or other solicitation materials published by the offeror or the target company on or after the date that the take-over bid may be made in accordance with section two shall be filed with the secretary and delivered by the…

Section 6. Any hearing pursuant to this section shall be commenced within twenty days of the date a filing is made pursuant to section two. Adjudications made pursuant to this section shall be made within forty-five days after such filing and pursuant to section four hundred and …

Section 7. It is unlawful for any offeror or target company or any affiliate or associate of an offeror or target company or any broker-dealer acting in behalf of an offeror or target company to make any untrue statement of a material fact or to conceal any material fact in order…

Section 8. If the offeror or the target company is a banking corporation subject to regulation by the commissioner of banks, or a public utility corporation subject to regulation by the department of public utilities or the department of telecommunications and cable, the secretar…

Section 9. (a) Any offeror who purchases a security in connection with a take-over offer in violation of this chapter shall be liable to the person selling the security to him who may sue either at law or in equity. In an action for rescission the seller shall be entitled to reco…