D.C. Municipal Regulations (Last Updated: September 13, 2017) |
Title 26. INSURANCE, SECURITIES, AND BANKING |
SubTilte 26-B. SECURITIES |
Chapter 26-B2. REGISTRATION OF SECURITIES OFFERINGS |
Section 26-B231. PENDING LEGAL PROCEEDINGS
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231.1The issuer shall briefly describe any material pending legal proceedings, other than ordinary routine litigation incidental to the business, to which the issuer or any of its subsidiaries is a party, or of which any of their property is the subject. The description shall include the name of the court in which the proceedings are pending, the date instituted and the principal parties to it, and include similar information as to any proceedings known to be contemplated by governmental authorities.
231.2If the business ordinarily results in actions for negligence or other claims, an action or claim need not be described by the issuer, unless it departs from the normal kind of actions.
231.3Information need not be given with respect to any proceeding which involves primarily a claim for damages if the amount involved, exclusive of interest and costs, does not exceed 15 percent of the current assets of the issuer and its subsidiaries on a consolidated basis. However, if any proceeding presents in large degree the same issues as other proceedings pending or known to be contemplated, the amount involved in the other proceedings shall be included in computing such percentage.
231.4Notwithstanding the provisions of §§ 231.2 and 231.3, the issuer shall describe any bankruptcy, receivership, or similar proceeding with respect to the issuer or any of its significant subsidiaries. Any proceeding in which any of the following persons has an interest adverse to the issuer of its subsidiaries shall also be described, including the following:
(a)Any director, officer, or affiliate of the issuer;
(b)Any security holder named in answer to § 237; or
(c)Any person having a material relationship with the director, officer, or security holder.