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The Pennsylvania Code website reflects the Pennsylvania Code changes effective through 53 Pa.B. 8238 (December 30, 2023).

31 Pa. Code § 23.67.  Solicitations prior to written proxy statements.

§ 23.67.  Solicitations prior to written proxy statements.

 Solicitations subject to this subchapter may be made prior to furnishing security holders with written proxy information, as described in Subchapter F (relating to required information for Schedules A and B), if the following conditions are met:

   (1)  The statements required by §  23.66 (relating to public files) shall be filed by or on behalf of each participant in such a solicitation.

   (2)  No form of proxy shall be furnished to security holders prior to the time the written proxy statement required by §  23.21 (relating to required information prior to solicitations) is furnished to such persons. This paragraph shall not apply if a proxy statement then meeting the requirements of Schedule A has been furnished to security holders.

   (3)  At least the information specified in § §  23.62 and 23.63 (relating to reports subsequent to solicitation; and opposition solicitation) or an appropriate summary shall be included in each communication sent or given to security holders in connection with the solicitation.

   (4)  A written proxy statement containing the information specified in Schedule A with respect to a solicitation shall be sent or given to security holders at the earliest practicable date.

Cross References

   This section cited in 31 Pa. Code §  23.46 (relating to definitive copies of soliciting material in the form of public statements).

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