Kan. Admin. Regs. § 40-13-24 - Exemption from K.S.A. 40-265 of certain transactions; conversion of equity securities
(a) Deposit or
withdrawal of equity securities under a voting trust or deposit agreement. Each
acquisition or disposition of an equity security involved in the deposit of a
security under, or the withdrawal of security from, a voting trust or deposit
agreement, and the acquisition or disposition in connection therewith of the
certificate representing the security, shall be exempt from the operation of
K.S.A.
40-265 if all assets held under the voting
trust or deposit agreement immediately after the deposit or immediately prior
to the withdrawal consisted of equity securities of the same class as the
security deposited or withdrawn. This section shall not apply if the following
conditions exist:
(1) A purchase of an equity
security of the class deposited and a sale of any certificate representing an
equity security of the class; or
(2) a sale of an equity security of the class
deposited and purchase of a certificate representing an equity security of the
class, other than in a transaction involved in the deposit or withdrawal or in
a transaction exempted by another provision of the regulations under
K.S.A.
40-265, within a period of less than six
months which includes the date of the deposit or withdrawal.
(b) Any acquisition or disposition
of an equity security involved in the conversion of an equity security which,
by its terms or pursuant to the terms of the insurer's charter or other
governing instruments, shall be converted immediately or after a stated period
of time into another equity security of the same insurer, shall be exempt from
the operation of
K.S.A.
40-265. This section shall not apply if the
following conditions exist:
(1) A purchase of
an equity security of the class convertible (including any acquisition of or
change in a conversion privilege) and a sale of any equity security of the
class issuable upon conversion, or
(2) a sale of an equity security of the class
convertible and a purchase of any equity security issuable upon conversion,
other than in a transaction involved in the conversion or in a transaction
exempted by another provision of
K.S.A.
40-265, within a period of less than six
months which includes the date of conversion.
(c) An equity security shall not be acquired
or disposed of upon conversion of an equity security if the terms of the equity
security converted require the payment or entail the receipt, in connection
with the conversion, of cash or other property, other than equity securities
involved in the conversion, equal in value at the time of conversion to more
than 15 percent of the value of the equity security issued upon conversion.
(d) An equity security shall be
convertible if it is convertible at the option of the holder or of some other
person or by operation of the terms of security or the governing instruments.
Notes
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