Can The Subsidiary Consider Itself To Meet the Exchange Act Reporting Requirements of Rule 144 On The Date Of The Spin- Off, Rather Than Wait 90 Days?
Affiliates of a spun-off company may want to sell securities that they received in the spin-off. Absent registration under the Securities Act, affiliates must sell these securities under Rule 144 or another appropriate exemption. These affiliates can only rely on Rule 144 if the subsidiary has been a reporting company for at least 90 days. 18 We believe that the subsidiary satisfies this reporting requirement on the date the parent spins-off the securities (that is, before 90 days have passed) if: 19 * the spin-off meets the conditions described in response to Question 4, above; * the parent is current in its Exchange Act reporting; * the subsidiary will have substantially the same assets, business, and operations as a segment or subsidiary about which the parent has reported extensive segment data 20 and other financial and narrative disclosure in its Exchange Act periodic reports for at least 12 months before the date it spins- off the securities.
Related Questions
- Can The Subsidiary Consider Itself To Meet the Exchange Act Reporting Requirements of Rule 144 On The Date Of The Spin- Off, Rather Than Wait 90 Days?
- Can a student enroll as a PSO student if his or her SAT/ACT scores do not meet DSCs minimum requirements (SAT 1100/ACT 25) for PSO admission?
- Does document examination and handwriting identification meet the requirements of the Daubert Rule?
