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•Sponsored by Senator Harrison Williams.
•Enacted in 1968.
•Amended the Exchange Act to add Sections 13(d), 13(e), and 14(d) – (f).
•Section 13(g) added in 1977 to address disclosure gaps created by the “acquisition” prerequisite (element) of Section 13(d).
•Purpose of beneficial ownership reporting: provide security holders, issuers and the market with information relating to potential changes in corporate control, and the persons who hold that potential given their large stockholdings.
•Adopted with a view toward alerting “the marketplace to every large, rapid aggregation or accumulation of securities…which might represent a potential shift in corporate control.” |
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