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Home > Title 7 > Part 7 > Chapter 109 >Subchapter 109.2.html > Rule 109.2
TITLE 7 - BANKING AND SECURITIES
PART 7 - STATE SECURITIES BOARD
CHAPTER 109 - TRANSACTIONS EXEMPT FROM REGISTRATION
SUBCHAPTER 109.2.html - null
SECTION/RULE §109.2 - Parent Subsidiary Transactions
Chapter Review Date 03/18/2024

Securities issued by a parent corporation for outstanding securities of a corporation in connection with a merger of such corporation into a wholly-owned or materially-owned (80%) subsidiary are exempt within the meaning of §4005.009 of the Act. The exemption also applies to the issuance of securities by the parent corporation in connection with a consolidation where the resulting new corporation is wholly-owned or materially-owned (80%) by the parent. Similarly, securities issued by a parent corporation for the purchase of assets for a wholly-owned or materially-owned (80%) subsidiary are exempt under §4005.009.

Source Note: The provisions of this §109.2 adopted to be effective January 1, 1976; amended to be effective August 3, 1976, 1 TexReg 1999; amended to be effective July 18, 2024, 49 TexReg 5141.

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