Rule 80-6-1-.08 - Proxies, Offering Circulars, Disclosure Statements(1) It shall be a basis for denial of an application for any person to make any untrue statement of a material fact or omit to state any material fact necessary in order to make the statements made, in the light of the circumstances under which they are made, not misleading, or to engage in any fraudulent, deceptive or manipulative acts or practices in connection with any offer to purchase or exchange shares of stock in a bank or a holding company which is the subject of an application hereunder.(2) No Georgia bank holding company or holding company owning a Georgia bank shall offer to purchase or exchange any stock of any banking subsidiary, either directly or indirectly, unless such offer is accompanied by an offering statement prepared in accordance with standards prescribed for securities required to be registered under The Georgia Securities Act of 2008, as amended. Purchases or exchanges of stocks which are subject to the registration requirements of The Securities Act of 1933, as amended (federal), or The Georgia Securities Act of 2008, as amended, or non-registered securities being acquired by a holding company whose securities are subject to registration under such acts, shall comply with the requirements under those acts.Ga. Comp. R. & Regs. R. 80-6-1-.08
O.C.G.A. §§ 7-1-61, 7-1-607.
Original Rule entitled "Public Information" was filed on June 8, 1976; effective June 28, 1976.Repealed: New Rule of same title adopted. F. Oct. 12, 1989; eff. Nov. 1, 1989.Amended: F. July 14, 1998; eff. August 3, 1998.Amended: New title, "Proxies, Offering Circulars, Disclosure Statements." F. Dec. 16, 2021; eff. Jan. 5, 2022.