No person shall make a tender offer involving a target company in this state, or purchase any equity securities of a target company pursuant to such offer, unless the offer is effective under sections 36b-40 to 36b-52, inclusive, or is exempted by the commissioner. Before a tender offer becomes effective under said sections, the offeror shall file with the commissioner a registration statement containing the information prescribed in subsection (a) of section 36b-43, or, if applicable, a Schedule 14D-1 as prescribed in subsection (b) of section 36b-43, and not later than the date of filing the registration statement or Schedule 14D-1 shall deliver a copy of the registration statement or Schedule 14D-1, provided such Schedule 14D-1 contains all the information required by subsection (a) of section 36b-43, to the target company at its principal executive offices and publicly disclose the material terms of the proposed offer.
(P.A. 76-362, S. 3, 14; P.A. 81-121, S. 2, 9.)
History: Sec. 36-347c transferred to Sec. 36-458 in 1979; P.A. 81-121 replaced “acquire” any equity securities with “purchase” any equity securities, provided that an offeror may file a Schedule 14D-1 in lieu of a registration statement if applicable and replaced the requirement that the offeror send by certified or registered mail a copy of the registration statement to the target company with the requirement that the offeror deliver a copy of the registration statement or Schedule 14D-1 to the target company; Sec. 36-458 transferred to Sec. 36b-42 in 1995.
Structure Connecticut General Statutes
Title 36b - Connecticut Securities Law and Business Opportunity Investment Act
Chapter 672b - The Connecticut Tender Offer Act
Section 36b-40. (Formerly Sec. 36-456). - Short title: Connecticut Tender Offer Act.
Section 36b-41. (Formerly Sec. 36-457). - Definitions.
Section 36b-43. (Formerly Sec. 36-459). - Registration statement. Schedule 14D-1.
Section 36b-45. (Formerly Sec. 36-461). - Hearing by commissioner, when. Exceptions.
Section 36b-49. (Formerly Sec. 36-465). - Filing fee. Cost of hearings.
Section 36b-50. (Formerly Sec. 36-466). - Injunction. Commissioner not to post bond.