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Question 121.01

Question: Does Rule 12a-5 provide an exemption from registration for “poison pill” rights under stockholder rights plans?
Answer: No. “Poison pill” rights issuable under stockholder rights plans are not the type of rights contemplated by Rule 12a-5, which provides a temporary exemption from registration for substituted or additional securities to allow when-issued trading. [September 30, 2008]

This is a work of the U.S. Government

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