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The 190th General Court of the Commonwealth of Massachusetts

Section 2: Disclosure of terms of take-over bid; filing; hearing

Section 2. No offeror shall make a take-over bid unless he announces publicly the terms of the proposed take-over bid, files with the secretary and the target company, on the date of the commencement of the take-over bid, copies of all information required by section four, and pays the secretary a filing fee of one thousand dollars to defray the costs of any investigation the secretary may make in connection therewith.

Within five days following such filing, or after a request made by the target company or an offeree within said five days, the secretary may order a hearing within ten days following such filing if he determines it necessary or appropriate for the protection of offerees in the commonwealth. If no such hearing is ordered within said ten days or a hearing is so ordered within such time and after hearing the secretary adjudicates that the take-over bid is not in violation of this chapter and that effective provision is made for fair and full disclosure to offerees of all information material to a decision to accept or reject the offer, the take-over bid shall be deemed to be in compliance with this chapter. If the secretary finds that the take-over bid would comply with provisions of this chapter if amended in certain respects, the take-over bid shall be deemed to be in compliance with this chapter only if so amended.