Williams Act


Also found in: Legal, Wikipedia.

Williams Act

Federal legislation enacted in 1968 (and now constituting Rules 13d and 14d of the Security Exchange Act of 1934) that imposes requirements with respect to public tender offers.

Williams Act

Legislation in the United States, enacted in 1968, requiring persons or companies who own or make a tender offer for more than 5% of the common stock of a publicly-traded company to register with the SEC. The information contained in the registration includes the person or company's intentions, the terms of a tender offer, and how the person or company is paying for it. The Williams Act is designed to increase transparency in the market, especially in the event of a hostile takeover. The SEC enforced the Williams Act through Rule 13d and Rule 14d.

Williams Act

A 1968 addition to the Securities Exchange Act of 1934 that requires investors who own or tender more than 5% of a firm's stock to furnish certain information to the SEC. The act also established a minimum period during which a tender offer must be held open. Required information includes the reason for the acquisition, the number of shares owned, and the source of the funds used for the purchase.
References in periodicals archive ?
The SEC proposed and adopted Rule 14e-3 as part of a large package of rules designed to protect target company shareholders under the Williams Act. (65) Accordingly, it was not justified under the parity of information rationale argued by the SEC earlier in Section 10(b) cases.
A brief analysis of the passage of Williams Act, and its accompanying fundamental changes to the corporate governance landscape, demonstrates why changes to tighten the rules under 13(d) are unnecessary and potentially harmful to the overall economy.
A debt investment is not subject to the disclosure requirements of the Williams Act. (16) Likewise, it does not trigger anti takeover defensive measures facilitated by state law.
In response to the increasingly common use of the tender offer as a means of accomplishing corporate takeovers in the 1960s, (105) Congress passed the Williams Act amendments to the Securities Exchange Act of 1934 (1934 Act).
These actions were followed by the passage of other enforcement acts, such as the Celler-Kefauver Act (1950), the Williams Act (1968), and the HartScott-Rodino Act (1976), that control the way businesses are allowed to combine while guarding shareholder interest.
This list describes what kind of information is contained in dozens of commercial and free databases, industry coverage in databases, and where to find very specific information such as foreign military sales, brand loyalty, or Williams Act filings.
Whether or not one supports regulation of equity derivatives used in tender offers probably depends upon one's overall view of the Williams Act. The 1968 Williams Act Amendments to the 1934 Securities Exchange Act were designed to protect shareholders from coercive cash tender offers and to guarantee them the same treatment during a cash tender offer as they received in a proxy contest or exchange offer.(8) The arguments in favor of the Williams Act are ones rooted primarily in issues of equity.
The legislative proposals that led to the Williams Act of 1968 prominently included regulations that required: 1) bidder disclosures to inform shareholders about the tender offers and the buyer's managerial qualifications; 2) time restrictions on the offer to guard against coercion; and 3) target management disclosures in supporting or opposing a tender offer.(77)
shareholders of Financial General had acquired, as a group, control of more than 5 percent of Financial General's shares in violation of the Williams Act. The investors denied these allegations.
It's incredibly difficult to remain dry-eyed while watching Michelle Williams act.
shareholders of Financial General had acquired, as a group, control of more than 5 percent of Financial General's shares in violation of the Williams Act. In March 1978, the investors, without admitting fault, entered into a consent decree with the Securities and Exchange Commission (SEC).
As a result, customers have ready access to the precise data they need from prospectuses; registration statements; annual reports; proxy statements; and 6-K, 8-K, 10-C, 10-K, 10-Q, 20-F, and Williams Act filings.