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Date
Rule
New HSR Form - Select 801.30
Staff
Premerger Notification Office
Response/Comments

This scenario would not qualify as a select 801.30.

Question

We have a clarifying question regarding “Select 801.30 Transactions.”

Assume that an individual serves as an independent director on the board of an entity within the acquiring person and also as an independent director on the board of the target (which is not a competitor of the acquiring person). Given that the common director is independent, the acquiring person does not have, and will not obtain, the right to serve as, appoint, veto or approve board members, or members of any similar body, of an entity within the acquired person or the general partner or management company of any entity with the acquired person. Can you confirm that, absent such rights, the existence of a common independent director does not prevent a transaction from qualifying as a Select 801.30 Transaction (assuming the other relevant criteria are met)?

About Informal Interpretations

Informal interpretations provide guidance from PNO staff on the applicability of the HSR rules to specific fact situations. They do not necessarily reflect the position of the Commission. You should not rely on them as a substitute for reading the Act and the Rules themselves. These materials do not, and are not intended to, constitute legal advice. 

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