New York Business Corporation Law Article 16 - SECURITY TAKEOVER DISCLOSURE ACT

  • 1600 - Short Title.
    This article shall be known as the security takeover disclosure act.
  • 1601 - Definitions.
    As used in this article, the following terms shall have the following meanings: (a) "Takeover bid" means the acquisition of or offer to acquire by...
  • 1602 - Disclosure Requirement.
    (a) No offeror shall make a takeover bid unless as soon as practicable on the date of commencement of the takeover bid he files with...
  • 1603 - Contents of Registration Statement.
    (a) The registration statement required to be filed pursuant to subdivision (a) of section sixteen hundred two of this article shall include: 1. Copies of...
  • 1604 - Enforcement.
    (a) The attorney general may conduct such investigation as he deems necessary concerning any takeover bid for the purpose of determining compliance with the requirements...
  • 1605 - Violations; Penalties.
    (a) Every person who willfully violates any provision of this article shall be guilty of a class E felony; every person who willfully violates any...
  • 1606 - Administration.
    (a) This article shall be administered by the attorney general and employees designated by him within the department of law. The attorney general is hereby...
  • 1607 - Prosecutions and Immunity.
    (a) The attorney general may prosecute every person charged with the commission of a criminal offense arising from the violation of any provision of this...
  • 1608 - Designation of Secretary of State for Service.
    (a) Every nonresident offeror, whether or not such offeror has filed a registration statement, except a foreign corporation which has appointed and keeps a resident...
  • 1609 - Fraudulent, Deceptive or Manipulative Practices.
    (a) No person shall make any untrue statement of a material fact or omit to state any material fact necessary in order to make the...
  • 1610 - Exclusions.
    This article shall not apply when: (a) The offeror or the target company is a public utility or a public utility holding company as defined...
  • 1611 - Validity; Saving Clause.
    In the event any provision or application of this article shall be held illegal or invalid for any reason, such holding shall not affect the...
  • 1612 - Requirements for Certain Takeover Bids.
    If the takeover bid is not subject to the requirements of section 14(d) of the Securities Exchange Act of 1934, 15 U.S.C. 78n(d), the following...
  • 1613 - Private Right of Action.
    Any offeree whose equity securities are the subject of a takeover bid and who has been injured by any violation of this article may bring...

Last modified: February 3, 2019