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Viewpoint is PwC's global platform for timely, relevant accounting and business knowledge. (2) The term ''facility'' when used with respect to an ex-change includes its premises, tangible or intangible property The Commission serves as adviser to United States district courts in connection with reorganization proceedings for debtor corporations in which there is a substantial public . Section 16 (a) was recently amended by the passage of the Sarbanes-Oxley Act of 2002 (the "Act"). Schedule 13G is an SEC form similar to the Schedule 13D used to report a party's ownership of stock that is over 5% of the company. The Securities Investor Protection Act of 1970 (15 U.S.C. Summary of Application: Applicants request an order under sections 6(c) and 23(c)(3) of the Act . Compliance date: Banks are exempt from complying with the rules and the "broker" exceptions in Section 3(a)(4)(B) of the Exchange Act until the first day of their first fiscal year that . June 3, 2022 . to rule 0-5 under the . Section 1(c) of the E.O., in relevant part, states that government rules affecting the United . : 3) Soliciting Material Pursuant to §240.14a-12 W. R. Grace & Co. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) . The obligation to file annual and quarterly reports originates in Section 13 or 15(d) of the Exchange Act, and the rules promulgated thereunder (see Rule 13a-1 and Rule 13a-13). Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) . ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol(s) Name of Each Exchange on Which . If a report is due on a . UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. [ ] $500 per each party to the controversy pursuant to Exchange Act Rule 14a-6(i)(3) [ ] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11 (1) Title of each class of securities to which transaction applies: Initial application for de-registration pursuant to Investment Company Act Rule 0-2 . (ii) Foreign exchange swaps and foreign exchange forwards are not structured to evade the requirements of the Dodd-Frank Act, in violation of any rule promulgated by the Commission, pursuant to section 721(c) of the Dodd-Frank Act (15 U.S.C. Definitions: Rules 3a11-1 to 3b-19 Question 110.01 Question: A foreign issuer qualifies as a foreign private issuer on the last business day of its most recently completed second fiscal quarter, which is the "determination date" for foreign private issuer status under Exchange Act Rule 3b-4 (c). The definition of "Eligible Contract Participant" (ECP) is found in Section 1a(18) of the CEA (7 U.S.C. (12 CFR 220.1 through 220.12). Rule 17Ad-20 prohibits registered transfer agents from effecting the transfer of any equity security registered pursuant to Section 12 or that subjects an issuer to reporting under Section 15(d) of the Exchange Act if such security is subject to any restriction or prohibition on transfer to or from a securities intermediary in its capacity as such. $0.0001 par value per share . (SIPA) does It is not an official legal edition of the CFR. You may contact the Office for this purpose at 202-551-6825 or IMOCC@sec.gov. A modern experience with real-time updates, predictive search functionality, PwC curated content pages and user-friendly sharing features, Viewpoint helps you find the insights and content you need when you need it. Net loss for the quarter was $0 . [ ] $125 per Exchange Act Rules 0-11(c)(1)(ii), 14a-6(i)(1), or 14a-6(i)(2) or Item 22(a)(2) of Schedule 14A. 195: 40-8F-B. Under the Securities Exchange Act of 1934 (Amendment No: 2)* PLBY Group, Inc. . Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. 8321)—and, accordingly, hereby determines that any foreign exchange swap or foreign exchange forward . 78a-78jj) and was organized on July 2, 1934. 12)* National CineMedia, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 635309107 (CUSIP Number) Kirstin P. Salzman Husch Blackwell LLP 4801 Main Street . 78aaa et seq.) 5 40-8F-L. 639: 40-8F-M. 701: 40-8FC. (12 CFR 220.1 through 220.12). 7500 Security Boulevard, Mail Stop S2-26-12 . computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on . To detail the method that will be used to adjust the thresholds for exempting certain consumer credit and lease transactions (comments due September 6, 2016) Press release and notices Pursuant to the Act, Insiders are required to file a Form 4 within 2 business days after a reportable transaction (except for certain Rule 10b5-1 (c) and discretionary transactions), and certain transactions that were formerly reported on Form 5 . For purposes of Rule 4512 only, as a general matter, the term "maintain" is used to reflect customer account information that is current or in use. On Thursday, the Securities and Exchange Commission adopted amendments to finalize rules to implement the Holding Foreign Companies Accountable Act. Name of each exchange on which registered Common Stock, $.01 Par Value COST The NASDAQ Global Select Market Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. 812-15314] Voya Senior Income Fund, et al. Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. [1] This guide, dated as of December 30, 2020, was prepared by the staff of the U.S. Securities and Exchange Commission as a "small entity compliance guide" under Section 212 of the Small Business Regulatory Enforcement Fairness Act of 1996, as amended. 12 terms. Amount previously paid: 2. Rules and Disciplinary Actions. SECURITIES AND EXCHANGE COMMISSION [Investment Company Act Release No. 78l(b) and ) shall comply with the rules, regulations, and forms adopted by the SEC pursuant to: Specifically, SEC Rule 15c2-12 requires that underwriters of municipal securities, before bidding, purchasing, or . /01 New Broker-Dealers . Notice under Exchange Act Rule 12b-25 of inability to timely file Form N-SAR NTFNCEN . . Exemptions for investment companies relying on section 12(d)(1)(F) of the Act. All of the following are covered . on or before May 12, 2008. Get-ClientAccessRule Replace <RuleName> with the name of the rule, and run this command: PowerShell Get-ClientAccessRule -Identity "<RuleName>" | Format-List Name,Priority Use Exchange Online PowerShell to remove Client Access Rules To remove Client Access Rules in Exchange Online PowerShell, use this syntax: PowerShell during the 12 months immediately preceding the date of termination for purposes of determining the basic contributions and any applicable supplemental contributions; and (iii) any legal fees and expenses incurred as a result of his . It also aims to increase innovation and competition by fostering an ecosystem of new applications to provide patients with . The Cures Act called for the HHS to create a new Rule that would improve the flow of healthcare data between providers, patients, and developers of Health IT such as electronic health record (EHR) vendors. (b) Purpose. Replace <RuleName> with the name of the rule, and run this command to see the details of the rule: Definitive additional information statement materials including Rule 14(a)(12) material DEFC14A . exchange or use of EHI consistent with the tenets of Information Blocking set forth in the Cures Act. its net capital (or 800 percent of its net capital for 12 months after commencing business as a broker or dealer). (A) Evidence a liability of the issuer of such debt securities; (B) Are issued or guaranteed by the government of a foreign country, any political subdivision of a foreign country or any supranational entity; and (C) Do not have a maturity date of a year or less following the date of issuance. Securities Exchange Act of 1934. In order for an auditor to be found liable under Rule 10b-5 of the Securities Exchange Act of 1934, the plaintiff must prove that the auditor acted with intent to deceive - that the auditor must have had actual or constructive knowledge that their opinion was incorrect. ONC's Cures Act Final Rule supports seamless and secure access, exchange, and use of electronic health information. (SEC Staff to NASD) SEA Rule 15c3-1(a)(1)(i)/01 The President issued E.O. SEC Rule 15c2-11Restricted Securities On September 28, 2021, new amendments to Rule 15c-211 under the Securities Exchange Act of 1934 went into effect to enhance investor protection and improve issuer transparency. PROPOSEd AMENdMENTS TO ExChANgE ACT RulE 12g3-2(b) Registration Under Section 12(g) of the Exchange Act. 12 terms. A. YOU MIGHT . A resident of a state who acquires stock pursuant to Rule 147 (intrastate offerings) is prohibited from selling the stock to a nonresident of that state for how many months? Class A common stock, par value $0.0001 per share : DYNS : Nasdaq Capital Market: Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act . 34609; File No. Soliciting Material Pursuant to §240.14a-12 W. R. Grace & Co. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) . SHO # 20-003 . C) Securities Act of 1933. . Schedule 13G is shorter and requires less information from the . The 1933 act was followed by the Securities Exchange Act of 1934. Rule before taking on any new proprietary positions, even if the intention of the firm is to . 240.0-12 Commission procedures for filing applications for orders for exemptive relief under Section 36 of the Exchange Act. Sec. [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or . C) 0.7. 2022, the record date for the Special Meeting, there was an aggregate of 33,040,000 Class A ordinary shares, par value $0.0001 per share (the "Class A ordinary shares"), and 8,000,000 Class B ordinary shares, par value $0.0001 per share (the "Class . Securities Act of 1933 and section 3(a)(80) of the Securities Exchange Act of 1934, an issuer shall not be an emerging growth company for purposes of such Acts if the first sale of common equity securities of such issuer pursuant to an effective registration statement under the Securities Act of 1933 occurred on or before December 8, 2011. ACG 4651 CH 4. In §§ 240.0-1 to 240.24b-3, the numbers to the right of the decimal point correspond with the respective rule numbers of the rules and regulations under the Securities Exchange Act of 1934. 1 et seq., 12 U.S.C. mblaloc6. Nomenclature changes to part 240 appear at 57 FR 36501, Aug. 13, 1992, and 57 FR 47409, Oct. 16, 1992. SEA Rule 15c3-3 (a) DEFINITIONS . october 4, 2021 - a letter of acceptance, waiver and consent (awc) was issued in which the firm was censured, fined $1,500,000 and required to certify that its supervisory systems and written procedures are reasonably designed to achieve compliance with municipal securities rulemaking board (msrb) rules g-17 and g-27 and rule 15c3-3(d)(4) of the … § 270.12d3-1 . The Securities Investor Protection Act of 1970 (15 U.S.C. Mail flow rules contain a richer set of conditions, exceptions, and . The term shall not include a general partner or director or principal officer of the broker or dealer or any other . under Section 12(g) of the Exchange Act are automatically deemed to be registered under . . § 270.12d1-4: Exemptions for investments in certain investment companies. 80%. The Electronic Code of Federal Regulations (eCFR) is a continuously updated online version of the CFR. 0.8. Section 12(g)(2)(G)(i) of the Securities Act. SEC . Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): 4) Proposed maximum aggregate value of transaction: 5) Total fee paid: 1) Amount Previously Paid: 2) Form, Schedule or Registration Statement No. B) 1. The purpose of this part is to protect the safety and soundness of national banks and savings associations by preventing excessive loans to one person, or to related persons that are financially dependent, and to . .05 Supervision of Accounts. August 14, 2020 Dear State Health Official: 6 (ze) "transfer" includes sale, purchase, exchange, mortgage, pledge, gift, loan or any other form of transfer of right, title, possession or lien. [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act . Exchange Act for a period of at least 90 days and has filed all reports required during the 12 months preceding the sale (or such shorter period that the . Rule before taking on any new proprietary positions, even if the intention of the firm is to . (12) were for violations of the HIPAA Right of Access. Act of 1940 (the "Act") for an exemption from rule 23c-3 under the Act. Exchange Act of 1934, as amended. Commodity Exchange Act & Regulations The laws authorizing CFTC's activities and the regulations issued by CFTC to carry out those activities, as well as related rulemaking, enforcement, and adjudicatory references. If a party makes a tender offer, the Williams Act governs. as that term is defined in Rule 9b-1 under the Securities Exchange Act of 1934, shall not be deemed to be a prospectus for the purposes . Mail flow rules are similar to the Inbox rules that are available in Outlook and Outlook on the web (formerly known as Outlook Web App). Certain definitions for purposes of section 12(a)(2) of the Act. /01 New Broker-Dealers . On August 26, 2020, the Securities and Exchange Commission (the "SEC") adopted amendments to the definition of "accredited investor" in Rule 501(a) of Regulation D under the Securities Act of 1933 ("Securities Act"), which expand the category of investors eligible to participate in private offerings under Regulation D. The amendments create new categories of accredited […] SEA Rule 15c3-3 (a) DEFINITIONS . ATTENTION ELECTRONIC FILERS (SEC Staff to NASD) SEA Rule 15c3-1(a)(1)(i)/01 An entity that is classified by the Commodity Exchange Act (CEA) based on its regulated status or amount of assets. Such an offer often is extended in an effort to gain control of the company. 13813 on October 12, 2017, to promote health care choice and competition across the United States. MIchelle_King01. This policy shall apply to all subsidiaries of Universal Health Services, Inc. that maintain an electronic designated data set as defined under the Health Insurance Portability and Accountability Act of 1996 (HIPAA). The term shall not include a general partner or director or principal officer of the broker or dealer or any other . Baltimore, Maryland 21244-1850 . Meet one of the following conditions: (i) be eligible to rely on the registration exemption found in Exchange Act Rule 12g-2(b) and be current and compliant in such requirements; or (ii) have a class of securities registered under Section 12(g) of the Exchange Act and be current in its SEC reporting requirements; or (iii) if such company is not . Nothing in paragraph (a) (1) (C) of this Rule obviates a member . 17:4..1.1.1.1.58.12: SECTION 240.0-13 240.0-13 Commission procedures for filing applications to request a substituted compliance or listed jurisdiction order under the Exchange Act. The term "preserve" is used to reflect customer account information that is no longer current or in use. CHAPTER II REGULATION AND MANAGEMENT OF FOREIGN EXCHANGE 3. 13813. This proposed rule emphasizes the need to improve health information exchange to achieve appropriate and necessary access to complete health records for patients, health care . The new law granted the SEC the power to regulate and oversee brokerage firms, self-regulatory organizations, transfer agents, and clearing agents. § 240.0-12 Commission procedures for filing applications for orders for exemptive relief under Section 36 of the Exchange Act. Dealing in foreign exchange, etc.—Save as otherwise provided in this Act, rules or regulations made thereunder, or with the general or special permission of the Reserve Bank, no . These amendments restrict the ability of market makers to publish quotations for those companies that have not made The Securities and Exchange Commission (SEC) Rule 15c2-12 promulgated under Section 15 (c) (2) of the Securities Exchange Act of 1934, contains disclosure and continuing disclosure requirements applicable to municipal securities. (SIPA) does Section 12D-1 Limit: A rule added to the Investment Company Act in 1964 to provide registered investment companies with conditional exemptions from provisions of the Act's Section 12 (d)(3). Regulations at 12 CFR 218.781 ("Rule 781") are effective on September 28, 2007. The Code of Federal Regulations (CFR) is the official legal print publication containing the codification of the general and permanent rules published in the Federal Register by the departments and agencies of the Federal Government. . Aside from one financial penalty of $5,100,000 for Excellus Health Plan, the . The . . § 230.160: Registered investment company exemption from Section 101(c)(1) of the Electronic Signatures in Global and National Commerce Act. Regulations at 12 CFR 218.100 through 218.780 are effective December 3, 2007. § 270.12d2-1: Definition of insurance company for purposes of sections 12(d)(2) and 12(g) of the Act. B) Securities Investors Act of 1970. All NYSE exchanges are registered securities exchanges, and are subject to the regulatory oversight of the SEC. In order to rely on Rule 12h-3, the issuer: must be current in its Exchange Act reporting obligations; 3. must have (1) fewer than 300 record holders of the class of securities offered under the Securities Act registration statement; or (2) fewer than 500 record holders and its assets must not have exceeded $10 million on the last day of each . Except as otherwise provided in this section, a national bank or Federal savings association whose securities are subject to registration pursuant to section 12(b) or section 12(g) of the Exchange Act (15 U.S.C. In §§ 240.0-1 to 240.24b-3, the numbers to the right of the decimal point correspond with the respective rule numbers of the rules and regulations under the Securities Exchange Act of 1934. 1. (2) Registration statements under section 12 (subpart C of part 249 of this chapter), annual or other reports under sections 13 and 15(d) (subparts D and E of part 249 of this chapter), and proxy and information statements under section 14 of the Securities Exchange Act of 1934 except as otherwise specifically provided in the forms which are to . In the absence of egregious and/or repeated violations, or . (2) at the commencement of that solicitation both owns five percent (5%) or more of the outstanding securities of a class that is the subject of the proposed roll-up transaction, and engages in the business of buying and selling limited partnership interests in the secondary market, shall furnish or mail to the commission, not later than three … 3 SECURITIES EXCHANGE ACT OF 1934 4 ties the functions commonly performed by a stock exchange as that term is generally understood, and includes the market place and the market facilities maintained by such exchange. 1 Pursuant to 17 CFR 240.12d2-2(c), the Issuer has complied with its rules of the Exchange and the requirements of 17 CFR 240.12d-2(c) governing the voluntary withdrawal of the . Information Blocking Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): The proposed maximum aggregate value of the transaction was calculated based on $10.00 per share (the average of the high and low prices reported on the . The 1934 act established the SEC as the government's enforcement arm to govern securities trading. § 1a(18)).ECP classification permits these persons to engage in transactions (such as trading on a derivatives transaction execution facility) not generally available to non . D) 0.9. its net capital (or 800 percent of its net capital for 12 months after commencing business as a broker or dealer). 40-8F-A. 4: 40-APP . . Pursuant to 17 CFR 240.12d2-2(b), the Exchange has complied with its rules to strike the class of securities from listing and/or withdraw registration on the Exchange. This part is issued pursuant to 12 U.S.C. The following responses are based on 41,380,183 shares of common stock of the Issuer outstanding as of November 12, 2021 as set forth in the Issuer's Rule 424(b)(3) Prospectus and the Quarterly Report on Form 10-Q filed with the . As part of the Trump Administration's MyHealthEData initiative, this final rule is focused on driving . The main difference is mail flow rules take action on messages while they're in transit, not after the message is delivered to the mailbox. Under Section 12(g) of the Exchange Act and rule 12g3-2(a) thereunder, an issuer must register a class of equity securi-ties within 120 days of the last day of its fiscal year if, on that . RE: Implementation of the CMS Interoperability and Patient Access Final Rule and Compliance with the ONC 21. st. Century Cures Act Final Rule . The Interoperability and Prior Authorization proposed rule (CMS-9123-P) builds on the policies finalized in the CMS Interoperability and Patient Access final rule. Rule 0-3 under the Exchange Act provides that when the due date of a report falls on a Saturday, Sunday or holiday, the report will be considered timely filed if it is filed on the first business day following the due date. Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) . . Choose Acts: All Air (Prevention And Control of Pollution) Act, 1981 Apprentices Act, 1961 Arbitration And Conciliation Act, 1996 Banking Cash Transaction Tax Black Money (Undisclosed Foreign Income and Assets) and Imposition of Tax Act, 2015 Central Board of Revenue Act, 1963 Charitable And Religious Trusts Act, 1920 Charitable Endowments Act . To reflect changes in the coverage of the rule under the Dodd-Frank Act (comments due March 5, 2018) Press release and notice. Exchange Act of 1934, as amended. The Interoperability and Patient Access final rule (CMS-9115-F) delivers on the Administration's promise to put patients first, giving them access to their health information when they need it most and in a way they can best use it. Rule 144(d) - Holding Period Requirement When does the holding period requirement apply? (a) The application shall be in writing in the form of a letter, must include any supporting documents necessary to make the application complete, and otherwise must comply with § 240.0-3. including revoking the issuer's registration pursuant to Section 12(j) of the Exchange Act 6. The Securities Exchange Act requires disclosure of important information by anyone seeking to acquire more than 5 percent of a company's securities by direct purchase or tender offer. Securities Exchange Act of 1934. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. All rules and rule amendments filed and approved by the SEC pursuant to Section 19 (b) of the Securities and Exchange Act of 1934 and Rule 19b-4 thereafter. Get-ClientAccessRule. Rules - All NYSE Group Exchanges. . 84, 93a, 1462a, 1463, 1464 (u), and 5412 (b) (2) (B). To verify that you've successfully created a Client Access Rule, use any of these procedures: Run this command in Exchange Online PowerShell to see the new rule in the list of rules: PowerShell. Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11 (a) (2) and identify the filing for which the offsetting fee was paid previously. Yes ☒ No ☐ The rule is designed to give patients and their healthcare providers secure access to health information. Rule 0-12 None Sections 110 to 119. 17:4..1.1.1.1.58.13: SECTION 240.3a1-1 The Securities and Exchange Commission (SEC) was created under authority of the Securities Exchange Act of 1934 ( 15 U.S.C. Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined): The proposed maximum aggregate value of the transaction was calculated based on $10.00 per share (the average of the high and low prices reported on the . 78aaa et seq.) In addition to fulfilling the Cures Act's requirements, the final rule contributes to fulfilling Executive Order (E.O.)