reglab/housing_qa huggingface dataset:
NE Code § 21-2433 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2433 - Definitions, where found.

21-2433.  Definitions, where found.For purposes of the Shareholders Protection Act, unless the context otherwise requires, the definitions found in sections 21-2434 to 21-2447 shall be used.Source  Laws 1988, LB 1110, § 3.
NE Code § 21-2434 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2434 - Acquiring person, defined.

21-2434.  Acquiring person, defined.Acquiring person shall mean a person who makes or proposes to make a control-share acquisition. If two or more persons act as a partnership, limited partnership, limited liability company, syndicate, or other group pursuant to any agreement, arrangement, relationship, or understanding, whether or not in writing, for the purpose of acquiring, owning, or voting shares of an issuing public corporation, all members of the partnership, limited partnership, limited liability company, syndicate, or other group shall constitute a person for purposes of this section.Source   Laws 1988, LB 1110, § 4;   Laws 1993, LB 121, § 159.
NE Code § 21-2435 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2435 - Affiliate, defined.

21-2435.  Affiliate, defined.Affiliate shall mean a person who directly or indirectly controls, is controlled by, or is under common control with another person.Source  Laws 1988, LB 1110, § 5.
NE Code § 21-2436 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2436 - Associate, defined.

21-2436.  Associate, defined.Associate, when used to indicate a relationship with any person, shall mean any of the following: (1) Any corporation, limited liability company, or organization of which the person is an officer, director, member, or partner or is, directly or indirectly, the owner of ten percent or more of any class of voting stock; (2) any trust or estate in which the person has at least a ten percent beneficial interest or as to which the person serves as trustee or personal representative or in a similar fiduciary capacity; and (3) any relative or spouse of the person, or any relative of the spouse, who has the same residence as such person.Source   Laws 1988, LB 1110, § 6;   Laws 1993, LB 121, § 160.
NE Code § 21-2438 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2438 - Control, controlling, controlled by, or under common control with, defined.

21-2438.  Control, controlling, controlled by, or under common control with, defined.Control, controlling, controlled by, or under common control with shall mean the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of a person, whether through the ownership of voting securities, by contract, or otherwise. A person who is the owner of ten percent or more of a corporation's outstanding voting stock shall be presumed to have control of the corporation in the absence of proof by a preponderance of the evidence to the contrary. A person shall not be considered to have control of a corporation if the person holds voting power, in good faith and not for the purpose of avoiding the Shareholders Protection Act, as an agent, bank, broker, nominee, custodian, or trustee for one or more owners who do not individually or as a group have control of the corporation.Source  Laws 1988, LB 1110, § 8.
NE Code § 21-2439 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2439 - Control-share acquisition, defined.

21-2439.  Control-share acquisition, defined.Control-share acquisition shall mean an acquisition, directly or indirectly, by an acquiring person of ownership of voting stock of an issuing public corporation that, except for the Shareholders Protection Act, would, when added to all other shares of the issuing public corporation owned by the acquiring person, entitle the acquiring person, immediately after the acquisition, to exercise or direct the exercise of a new range of voting power within any of the following ranges of voting power: (1) At least twenty percent but less than thirty-three and one-third percent; (2) at least thirty-three and one-third percent but less than or equal to fifty percent; or (3) over fifty percent.The acquisition of any shares of an issuing public corporation shall not constitute a control-share acquisition if the acquisition is consummated in any of the following circumstances: (a) Before April 9, 1988; (b) pursuant to a contract existing before April 9, 1988; (c) pursuant to the laws of descent and distribution; (d) pursuant to the satisfaction of a pledge or other security interest created in good faith and not for the purpose of circumventing the Shareholders Protection Act; (e) pursuant to a merger or plan of share exchange effected in compliance with sections 21-2,161 to 21-2,168 if the issuing public corporation is a party to the plan of merger or plan of share exchange; or (f) from a person who owns over fifty percent of the shares of an issuing public corporation and who acquired the shares prior to April 9, 1988.All shares, the ownership of which is acquired within a one-hundred-twenty-day period, and all shares, the ownership of which is acquired pursuant to a plan to make a control-share acquisition, shall be deemed to have been acquired in the same acquisition.Source   Laws 1988, LB 1110, § 9;   Laws 1995, LB 109, § 211;  Laws 2014, LB749, § 274.
NE Code § 21-2440 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2440 - Interested shareholder, defined.

21-2440.  Interested shareholder, defined.Interested shareholder shall mean any person, other than the issuing public corporation or any subsidiary of the issuing public corporation, who is (1) the owner, directly or indirectly, of ten percent or more of the outstanding voting stock of such corporation or (2) an affiliate or associate of such corporation and at any time within the five-year period immediately prior to the date in question was the owner, directly or indirectly, of ten percent or more of the then outstanding voting stock of such corporation. For the purpose of determining whether a person is an interested shareholder, the number of shares of voting stock of such corporation deemed to be outstanding shall include shares deemed to be owned by such person but shall not include any other unissued shares of voting stock of such corporation which may be issuable pursuant to any agreement, arrangement, or understanding or upon exercise of conversion rights, warrants, or options or otherwise.Source  Laws 1988, LB 1110, § 10.
NE Code § 21-2441 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2441 - Interested shares, defined.

21-2441.  Interested shares, defined.Interested shares shall mean the voting stock of an issuing public corporation owned by an acquiring person.Source  Laws 1988, LB 1110, § 11.
NE Code § 21-2442 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2442 - Issuing public corporation, defined.

21-2442.  Issuing public corporation, defined.Issuing public corporation shall mean:(1) A domestic corporation (a) which has one hundred or more shareholders and (b) which has (i) its principal executive offices within Nebraska, (ii) assets in Nebraska with a market value of at least ten million dollars, or (iii) ten percent or more of its shareholders resident in Nebraska or ten percent or more of its shares owned by Nebraska residents. For purposes of section 21-2453 only, the determination described in this subdivision shall be made as of the share acquisition date in question. The residence of a shareholder shall be presumed to be the address appearing on the records of the corporation; or(2) A foreign corporation which has (a) one hundred or more shareholders, (b) its principal executive offices within Nebraska, (c) assets in Nebraska with a market value of at least ten million dollars, (d) ten percent or more of its shareholders resident in Nebraska or ten percent or more of its shares owned by Nebraska residents, and (e) at least five hundred employees in Nebraska. For purposes of section 21-2453 only, the determination described in this subdivision shall be made as of the share acquisition date in question. The residence of a shareholder shall be presumed to be the address appearing on the records of the corporation.Source  Laws 1988, LB 1110, § 12.
NE Code § 21-2443 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2443 - Owner, defined.

21-2443.  Owner, defined.Owner, when used with respect to any stock of any class or series, shall mean a person who individually or with or through any affiliates or associates (1) beneficially owns such stock, directly or indirectly, (2) has (a) the right to acquire such stock, whether such right is exercisable immediately or only after the passage of time, pursuant to any agreement, arrangement, or understanding or upon the exercise of conversion rights, exchange rights, warrants, or options or otherwise, except that a person shall not be deemed the owner of stock tendered pursuant to a tender or exchange offer made by such person or any of such person's affiliates or associates until such tendered stock is accepted for purchase or exchange or (b) the right to vote such stock pursuant to any agreement, arrangement, or understanding, except that a person shall not be deemed the owner of any stock if the agreement, arrangement, or understanding to vote such stock arises solely from a revocable proxy or consent given in response to a proxy or consent solicitation made to ten or more persons, or (3) has any agreement, arrangement, or understanding for the purpose of acquiring, holding, voting, except voting pursuant to a revocable proxy or consent as described in subdivision (2)(b) of this section, or disposing of such stock with any other person who beneficially owns, or whose affiliates or associates beneficially own, directly or indirectly, such stock.Source  Laws 1988, LB 1110, § 13.
NE Code § 21-2444 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2444 - Person, defined.

21-2444.  Person, defined.Person shall mean any individual, corporation, partnership, limited liability company, unincorporated association, or other entity.Source   Laws 1988, LB 1110, § 14;   Laws 1993, LB 121, § 161.
NE Code § 21-2445 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2445 - Share acquisition date, defined.

21-2445.  Share acquisition date, defined.Share acquisition date, with respect to any person and any issuing public corporation, shall mean the date that the person first becomes an interested shareholder of the issuing public corporation.Source  Laws 1988, LB 1110, § 15.
NE Code § 21-2446 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2446 - Subsidiary of an issuing public corporation, defined.

21-2446.  Subsidiary of an issuing public corporation, defined.Subsidiary of an issuing public corporation shall mean any other corporation of which voting stock having a majority of the votes entitled to be cast is owned, directly or indirectly, by such issuing public corporation.Source  Laws 1988, LB 1110, § 16.
NE Code § 21-2447 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2447 - Voting stock, defined.

21-2447.  Voting stock, defined.Voting stock shall mean stock of any class or series entitled to vote generally in the election of directors.Source  Laws 1988, LB 1110, § 17.
NE Code § 21-2448 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2448 - Stock or other property; market value; how determined.

21-2448.  Stock or other property; market value; how determined.The market value of stock or property other than cash or stock shall be determined as follows:(1) In the case of stock, by:(a) The highest closing sale price during the thirty days immediately before the date in question of a share of the same class or series of stock on the composite tape for stocks listed on the New York Stock Exchange or, if the same class or series of stock is not quoted on the composite tape or if the same class or series of stock is not listed on the New York Stock Exchange, on the principal United States securities exchange registered under the federal Securities Exchange Act of 1934 on which the same class or series of stock is listed;(b) If the same class or series of stock is not listed on an exchange described in subdivision (1)(a) of this section, the highest closing bid quotation for a share of the same class or series of stock during the thirty days immediately before the date in question on the National Association of Securities Dealers Automated Quotation System or any similar system then in use; or(c) If no quotations described in subdivision (1)(b) of this section are available, the fair market value on the date in question of a share of the same class or series of stock as determined in good faith by the board of directors of the issuing public corporation; and(2) In the case of property other than cash or stock, the fair market value of the property on the date in question as determined in good faith by the board of directors of the issuing public corporation.Source  Laws 1988, LB 1110, § 18.
NE Code § 21-2449 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2449 - Acquiring person; deliver information statement; contents; amendment.

21-2449.  Acquiring person; deliver information statement; contents; amendment.(1) An acquiring person may deliver to the issuing public corporation at its principal executive office an information statement which shall contain all of the following:(a) The identity of the acquiring person and the identity of each affiliate and associate of the acquiring person;(b) A reference that the information statement is made under the Shareholders Protection Act;(c) The number and class or series of shares of the issuing public corporation owned, directly or indirectly, prior to the control-share acquisition by each such person;(d) The number and class or series of shares of the issuing public corporation acquired or proposed to be acquired pursuant to the control-share acquisition by each such person and specification of the following ranges of voting power that the acquiring person in good faith believes would result from consummation of the control-share acquisition:(i) At least twenty percent but less than thirty-three and one-third percent;(ii) At least thirty-three and one-third percent but less than or equal to fifty percent; or(iii) Over fifty percent; and(e) The terms of the control-share acquisition or proposed control-share acquisition, including such objective facts as would be substantially likely to affect the decision of a shareholder with respect to voting on the control-share acquisition.(2) If any material change occurs in the facts set forth in the information statement including any material increase or decrease in the number of shares of the issuing public corporation acquired or proposed to be acquired by such person, the acquiring person shall promptly deliver to the issuing public corporation at its principal executive office an amendment to the information statement containing information relating to such material change.Source  Laws 1988, LB 1110, § 19.
NE Code § 21-2450 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2450 - Consideration of voting rights; special meeting; conditions.

21-2450.  Consideration of voting rights; special meeting; conditions.(1) If the acquiring person (a) makes a request in writing for a special meeting of the shareholders at the time of delivery of the information statement, (b) has made a control-share acquisition or has made a bona fide written offer to make a control-share acquisition, and (c) gives a written undertaking, within ten days after receipt by the issuing public corporation of the information statement, to pay or reimburse the issuing public corporation's expenses of a special meeting of the shareholders, a special meeting of the shareholders of the issuing public corporation shall be called for the purpose of considering the voting rights to be accorded to shares acquired or to be acquired pursuant to the control-share acquisition. The special meeting shall be held no later than fifty days after receipt of the information statement unless the acquiring person agrees to a later date. If the acquiring person so requests in writing at the time of delivery of the information statement, the special meeting shall not be held sooner than thirty days after receipt by the issuing corporation of the information statement.(2) If no request for a special meeting is made, consideration of the voting rights to be accorded to shares acquired or to be acquired pursuant to the control-share acquisition shall be presented at the next special or annual meeting of the shareholders, notice of which has not been given prior to the receipt of the information statement, unless the matter of the voting rights becomes moot.(3) The notice of the meeting shall be accompanied at a minimum by a copy of the information statement, a copy of any amendment to the information statement previously delivered to the issuing public corporation, and a statement disclosing that the board of the issuing public corporation recommends approval of, expresses no opinion and is remaining neutral toward, recommends rejection of, or is unable to take a position with respect to according voting rights to shares acquired or to be acquired in the control-share acquisition. The notice of meeting shall be given at least thirty days before the meeting.Source  Laws 1988, LB 1110, § 20.
NE Code § 21-2451 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2451 - Control-share acquisition; voting rights of shares.

21-2451.  Control-share acquisition; voting rights of shares.Shares acquired in a control-share acquisition shall have the same voting rights as other shares of the same class or series in all elections of directors but shall have voting rights on all other matters only if approved by a vote of shareholders of the issuing public corporation at a special or annual meeting of shareholders pursuant to the Shareholders Protection Act and, to the extent so approved, shall have the same voting rights as other shares of the same class or series. Any such control-share acquisition shall be approved by (1) the affirmative vote of the holders of a majority of the shares entitled to vote which are not interested shares and (2) in the case of any shares entitled to vote as a class, the affirmative vote of the holders of a majority of the shares of such class which are not interested shares.Any shares acquired in a control-share acquisition which do not have voting rights accorded to them by approval of a resolution of shareholders shall regain such voting rights on transfer to a person, other than the acquiring person or any affiliate or associate of the acquiring person, unless the acquisition of the shares by the other person constitutes a control-share acquisition, in which case the voting rights of the shares shall be subject to the Shareholders Protection Act.Source  Laws 1988, LB 1110, § 21.
NE Code § 21-2452 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2452 - Business combination; prohibited activities.

21-2452.  Business combination; prohibited activities.Except as provided in section 21-2453, no issuing public corporation shall engage in any business combination with any interested shareholder of the issuing public corporation for a period of five years after the interested shareholder's share acquisition date unless the business combination or the acquisition of shares made by the interested shareholder on the interested shareholder's share acquisition date is approved by the board of directors of the issuing public corporation prior to the interested shareholder's share acquisition date.Source  Laws 1988, LB 1110, § 22.
NE Code § 21-2453 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2453 - Act; exemptions.

21-2453.  Act; exemptions.The Shareholders Protection Act shall not apply to any of the following:(1) Unless the articles of incorporation provide otherwise, a business combination with an interested shareholder who was an interested shareholder immediately before April 9, 1988, unless the interested shareholder subsequently increased its ownership of the voting power of the outstanding voting stock of the issuing public corporation to a proportion in excess of the proportion of voting power that the interested shareholder owned immediately before April 9, 1988, excluding an increase approved by the board of directors of the issuing public corporation before the increase occurred;(2) An issuing public corporation if the corporation's original articles of incorporation contain a provision expressly electing not to be governed by the act;(3) An issuing public corporation if the corporation, by action of its board of directors, adopts an amendment to its bylaws within forty-five days of April 9, 1988, expressly electing not to be governed by the act, which amendment shall not be further amended by the board of directors;(4) An issuing public corporation if the corporation does not have a class of voting stock that is listed on a national securities exchange or is authorized for quotation on an interdealer quotation system of a registered national securities association unless such circumstances result from action taken by an interested shareholder or a transaction in which a person becomes an interested shareholder;(5) A business combination of an issuing public corporation with an interested shareholder which became an interested shareholder inadvertently and as soon as practicable divested sufficient shares so that the shareholder ceased to be an interested shareholder; or(6) A business combination of an issuing public corporation with an interested shareholder which was an interested shareholder immediately before April 9, 1988, and inadvertently increased its ownership of the voting power of the outstanding voting stock of the issuing public corporation to a proportion in excess of the proportion of voting power that the interested shareholder owned immediately before April 9, 1988, if the interested shareholder divests itself of a sufficient amount of voting stock so that the interested shareholder is no longer the owner of a proportion of the voting power in excess of the proportion of voting power that the interested shareholder held immediately before April 9, 1988.Source  Laws 1988, LB 1110, § 23.
NE Code § 21-2501 (2021)
2021 Nebraska Revised Statutes|Chapter 21 - Corporations and Other Companies|21-2501 - Act, how cited.

21-2501.  Act, how cited.Sections 21-2501 to 21-2508 shall be known and may be cited as the Name Protection Act.Source  Laws 1986, LB 1025, § 1.