What is a change of control for purposes of the shareholder approval requirement of Listing Rule 5635(b)?
Generally, a change of control would occur when, as a result of the issuance, an investor or a group would own, or have the right to acquire, 20% or more of the outstanding shares of common stock or voting power and such ownership or voting power would be the largest ownership position. However, NASDAQ will consider all facts and circumstances concerning a transaction, including whether there are any other relationships or agreements between the company and the investor or group.
Related Questions
- Must a company obtain approval from NASDAQ in order to utilize the "exceptional and limited circumstances" according to Listing Rule 5605(e)(3)?
- Do plans or arrangements involving a merger or acquisition require shareholder approval under Listing Rule 5635(c)?
- Who is considered to be a consultant for purposes of Listing Rule 5635(c)?
