Oregon Administrative Rules
Chapter 836 - DEPARTMENT OF CONSUMER AND BUSINESS SERVICES, INSURANCE REGULATION
Division 24 - DOMESTIC INSURERS; ORGANIZATION; CORPORATE PROCEDURES
Section 836-024-0051 - Special Provisions Applicable to Election Contests; Definition
Universal Citation: OR Admin Rules 836-024-0051
Current through Register Vol. 63, No. 9, September 1, 2024
OAR 836-024-0051 to 836-024-0055 apply to a solicitation by any person or group for the purpose of opposing a solicitation by another person or group regarding the election or removal of directors at an annual or special meeting of security holders. As used in 836-024-0051 to 836-024-0055, unless the context requires otherwise:
(1) "Participant" and "participant in a solicitation" include:
(a) The issuer;
(b) A director of the issuer, and a nominee
for whose election as a director proxies are solicited; and
(c) Any other person, acting alone or with
one or more other persons, committees or groups, in organizing, directing, or
financing the solicitation.
(2) "Participant" and "participant in a solicitation" do not include:
(a) A bank,
broker, or dealer who, in the ordinary course of business, lends money or
executes orders for the purchase or sale of securities and who is not otherwise
a participant;
(b) A person or
organization retained or employed by a participant to solicit security holders,
or a person who merely transmits proxy-soliciting material or performs
ministerial or clerical duties;
(c)
A person employed in the capacity of attorney or accountant, or advertising,
public relations or financial adviser, and whose activities are limited to the
performance of duties in the course of such employment;
(d) A person regularly employed as an officer
or employee of the issuer or any of its subsidiaries or affiliates, who is not
otherwise a participant; or
(e) An
officer or director of, or a person regularly employed by, any other
participant, if the officer, director, or employee is not otherwise a
participant.
Stat. Auth.: ORS 731 & 732
Stats. Implemented: ORS 732.415(4)
Disclaimer: These regulations may not be the most recent version. Oregon may have more current or accurate information. We make no warranties or guarantees about the accuracy, completeness, or adequacy of the information contained on this site or the information linked to on the state site. Please check official sources.
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