North Dakota Code 10-35-24 – Minimum share ownership triggering level for poison pills
A poison pill adopted, created, or issued by a publicly traded corporation, with or without the approval of its shareholders, may not provide that beneficial ownership or announcement of an intention to seek beneficial ownership by a person or group of persons of shares equal to less than twenty percent of the total number of outstanding shares of all classes and series of shares of the corporation will result, either immediately or after the passage of a period of time, in:
Terms Used In North Dakota Code 10-35-24
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Person: means an individual, organization, government, political subdivision, or government agency or instrumentality. See North Dakota Code 1-01-49
1. A distribution or distribution date for rights certificates or other securities as defined in subdivision d of subsection 5 of section 10-35-02; 2. The person or group of persons becoming what is commonly referred to as an “acquiring person” or “adverse person” or otherwise having the status of a person intended to be diluted or subject to dilution by the poison pill; 3. What is commonly referred to as a “flip-in” or “flip-over” event or the poison pill otherwise being triggered or becoming operative; or
4. The poison pill otherwise having a dilutive, discriminatory, or other adverse effect on the person or group of persons.