Texas Utilities Code 11.0042 – Definition of Affiliate
(a) The term “person” or “corporation” as used in the definition of “affiliate” provided by Section 11.003(2) does not include:
(1) a broker or dealer registered under the Securities Exchange Act of 1934 (15 U.S.C. § 78a et seq.), as amended;
(2) a bank or insurance company as defined under the Securities Exchange Act of 1934 (15 U.S.C. § 78a et seq.), as amended;
(3) an investment adviser registered under state law or the Investment Advisers Act of 1940 (15 U.S.C. § 80b-1 et seq.); or
(4) an investment company registered under the Investment Company Act of 1940 (15 U.S.C. § 80a-1 et seq.); or
(5) an employee benefit plan, pension fund, endowment fund, or other similar entity that may, directly or indirectly, own, hold, or control five percent or more of the voting securities of a public utility or the parent corporation of a public utility if the entity did not acquire the voting securities:
(A) for the purpose of or with the effect of changing or influencing the control of the issuer of the securities; or
(B) in connection with or as a participant in any transaction that changes or influences the control of the issuer of the securities.
(b) For the purpose of determining whether a person is an affiliate under Section 11.006(a)(3), the term “person” does not include an entity that may, directly or indirectly, own, hold, or control the voting securities of a public utility or the parent corporation of a public utility if the entity did not acquire the voting securities:
(1) for the purpose of or with the effect of changing or influencing the control of the issuer of the securities; or
(2) in connection with or as a participant in any transaction that changes or influences the control of the issuer of the securities.
Terms Used In Texas Utilities Code 11.0042
- 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.
- Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
- Person: includes corporation, organization, government or governmental subdivision or agency, business trust, estate, trust, partnership, association, and any other legal entity. See Texas Government Code 311.005
(c) A report filed by an entity described by Subsection (a)(5) or (b) with the Securities and Exchange Commission is conclusive evidence of the entity’s intent if the report confirms that the voting securities were not acquired:
(1) for the purpose of or with the effect of changing or influencing the control of the issuer of the securities; or
(2) in connection with or as a participant in any transaction that changes or influences the control of the issuer of the securities.