Cal. Code Regs. tit. 10 § 260.105.22

Current through Register 2024 Notice Reg. No. 38, September 20, 2024
Section 260.105.22 - Shares of Foreign Subsidiaries

There is hereby exempted from the provisions of Section 25110 of the Code as not being comprehended within the purposes of the Corporate Securities Law of 1968, and the qualification of which is not necessary or appropriate in the public interest or for the protection of investors, any offer or sale of common shares issued by any corporation organized under the laws of a foreign country, provided all of the following conditions are met:

(a) After such offer and sale, 100% of the outstanding capital stock of the issuer is owned by a corporation, directly or indirectly, in its own name or in the name of nominees or other persons holding for the sole benefit of such corporation;
(b) The acquiring corporation represents that such securities are purchased for its own account for investment and not with a view to, or for sale in connection with, any distribution of the shares; and
(c) All such shares shall be evidenced by certificates which shall have stamped or printed prominently on their face a legend in the form prescribed by Section 260.141.11 of these rules, and the sale or transfer of the shares or any interest therein, shall be subject to the restrictions provided in that Section, provided that such securities may be transferred without the consent of the Commissioner to such corporation or to any nominee or other person holding for the sole benefit of such corporation.

Cal. Code Regs. Tit. 10, § 260.105.22

1. New section filed 1-22-75; effective thirtieth day thereafter (Register 75, No. 4).
2. Editorial correction of NOTE filed 3-9-83 (Register 83, No. 11).

Note: Authority cited: Sections 25105 and 25610, Corporations Code. Reference: Sections 25105, 25110 and 25120, Corporations Code.

1. New section filed 1-22-75; effective thirtieth day thereafter (Register 75, No. 4).
2. Editorial correction of NOTE filed 3-9-83 (Register 83, No. 11).