Section 16 Resolutions Approving the Disposition of Target Securities by Insiders in a Merger | Practical Law
Board resolutions approving the disposition of target derivative or equity securities by officers and directors of a target company in connection with a merger. These resolutions are designed to meet the approval requirements for exempting transactions from short-swing profit liability under Rule 16b-3(e) issued under the Securities Exchange Act of 1934. This Standard Clause has integrated notes with important explanations and drafting tips.