Nevada Administrative Code
Chapter 693A - Corporate Powers and Procedures of Domestic Stock and Mutual Insurers
PROXY AND INFORMATION STATEMENTS
Section 693A.430 - Mergers, consolidations and acquisitions
Universal Citation: NV Admin Code 693A.430
Current through September 16, 2024
1. If action is to be taken with respect to a merger, consolidation, acquisition or similar matter, the following information outlined briefly must be furnished:
(a) The rights of appraisal or similar rights
of dissenters with respect to any matters to be acted upon, and any procedure
required to be followed by dissenting security holders in order to perfect such
rights.
(b) The material features
of the plan or agreement.
(c) The
business done by the company to be acquired or whose assets are being
acquired.
(d) If available, the
high and low sales prices for each quarterly period within 2 years.
(e) The percentage of outstanding shares
which must approve the transaction before it may be consummated.
2. For each company involved in a merger, consolidation or acquisition, the following financial statements must be furnished:
(a) A comparative balance sheet
as of the close of the last 2 fiscal years.
(b) A comparative statement of operating
income and expenses for each of the last 2 fiscal years and, as a continuation
of each statement, a statement of earnings per share after related taxes and
cash dividends paid per share.
(c)
A pro forma combined balance sheet and income and expenses statement for the
last fiscal year giving effect to the necessary adjustments with respect to the
resulting company.
Comm'r of Insurance, Schedule A item 12, eff. 5-13-72
NRS 679B.130
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