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Great..now I won't be able to post anything!
quote:Originally posted by Doniboy: Good morning people. 10, I am highly offended at your posts and think that you should be censored from now on. Please e-mail me all your posts ahead of time and I will edit them for content.
-------------------- #1 Rule: Protect your capital! #2 Rule: Never fall for the BS on the boards!
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Thanks Humble...AND? Do you have a link to that...just for future posts from peeps that want to argue the point? (please..I am not saying that I don't believe you...I agree...just would like to actually post the link when a certain someone pops up) Thank you Sir..
-------------------- #1 Rule: Protect your capital! #2 Rule: Never fall for the BS on the boards!
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HUMBLE said: All of the laws for Delaware mergers are in the DGCL and are publicly available. Begin reading around section 242 and you will notice all kinds of nifty things two merging corporations can do. --------------------------- -hey sounds like some fun! DD anyone???
quote:Originally posted by humble: A friendly reminder; true paid bashers get compensated for each post that refers directly to him/her. If you choose to respond, do it in a new post and do not call the basher by name.
For what its worth I have not seen anyone to date I would consider a basher in the professional sense (you will know when the pack arrives). There have been a few people who continually announce the impossibility of a situation without offering substance to validate their argument. They are searching for an ego boost, hoping to take pleasure in the misfortunes of others. Consider them the yin to your yang.
And to finally put the issue to rest, the FHAL/CAHD merger in the state of Delaware allows for a new share structure that meets the goals of the newly merged entity, hence the ability to change the A/S. This ability was added in a law back in August, 2003 (might be off on the date a bit). The law has been challenged a couple of times and has been upheld.
All of the laws for Delaware mergers are in the DGCL and are publicly available. Begin reading around section 242 and you will notice all kinds of nifty things two merging corporations can do.
That is the play in relation to the share count. It has little to do with the SEC or the NASD except for registering the O/S and getting them moving on the market. I had wondered what an SEC lawyer was going to contribute at this point. And then he was a no-show. Well of course he was.
... In My humble Opinion
Good post Humble ... Good morning everyone
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quote:Originally posted by 10of13: Thanks Humble...AND? Do you have a link to that...just for future posts from peeps that want to argue the point? (please..I am not saying that I don't believe you...I agree...just would like to actually post the link when a certain someone pops up) Thank you Sir..
http://www. delcode. state. de. us/ title8/ c001/ index.htm
Remove all spaces.
There are several interesting sections in there related to what is going on here. Speaking directly to the share issue is:
Subchapter VIII. Amendment of Certificate of Incorporation; Changes in Capital and Capital Stock Once you are able to restate your Certificate of Incorporation, all bets are off. You get to, more or less, redefine everything.
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