Subchapter D. MATERIALS TO BE FILED WITH THE
INSURANCE DEPARTMENT
Sec.
23.41. Preliminary copies of information statements.
23.42. Preliminary copies of additional soliciting material.
23.43. Definitive copies of statements and soliciting material.
23.44. Amended materials.
23.45. Replies to inquiries and requests excepted.
23.46. Definitive copies of soliciting material in the form of public statements.§ 23.41. Preliminary copies of information statements.
Two preliminary copies of the information statement or the proxy statement and form of proxy, as well as any other soliciting material to be furnished to security holders at the same time, shall be filed with the Insurance Department at least ten days prior to the date definitive copies of the material are first sent or given to security holders, or within any shorter period which the Insurance Department may authorize upon a showing of good cause.
Cross References This section cited in 31 Pa. Code § 23.23 (relating to copies for Insurance Department); and 31 Pa. Code § 23.46 (relating to definitive copies of soliciting material in the form of public statements).
§ 23.42. Preliminary copies of additional soliciting material.
Two preliminary copies of any additional soliciting material relating to the same meeting or any subject matter to be furnished to security holders subsequent to the proxy statements shall be filed with the Insurance Department at least 2 days (exclusive of Saturdays, Sundays or holidays) prior to the date copies are to be sent or given to security holders, or within any shorter period prior to that date which the Insurance Department may authorize upon a showing of good cause.
Cross References This section cited in 31 Pa. Code § 23.46 (relating to definitive copies of soliciting material in the form of public statements).
§ 23.43. Definitive copies of statements and soliciting material.
Two definitive copies of the information statement or the proxy statement, the form of proxy, and all other soliciting material, in the form in which the material is to be furnished to security holders, shall be filed with or mailed for filing to the Insurance Department not later than the date on which the material is first sent or given to the security holders.
Cross References This section cited in 31 Pa. Code § 23.46 (relating to definitive copies of soliciting material in the form of public statements).
§ 23.44. Amended materials.
If any information statement or proxy statement, form of proxy or any other material filed under this subchapter is amended or revised, two of the copies shall be marked to clearly show those changes.
§ 23.45. Replies to inquiries and requests excepted.
Copies of replies to inquiries from security holders requesting additional information and copies of communications which merely request that forms of proxy theretofore solicited be signed and returned need not be filed.
§ 23.46. Definitive copies of soliciting material in the form of public statements.
(a) Copies of soliciting material in the form of speeches, press releases, and radio and television scripts may, but need not, be filed with the Insurance Department prior to use or publication. Definitive copies, however, shall be filed with or mailed to the Insurance Department as required by § 23.43 (relating to definitive copies of statements and soliciting material) not later than the date such material is used or published.
(b) Sections 23.41 and 23.42 (relating to preliminary copies of information statements; preliminary copies of additional soliciting material) as well as § 23.67 (relating to solicitations prior to written proxy statements) shall apply to any reprints or reproductions of all or part of the materials.
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