General Rules and Regulations
promulgated
under the
Securities Exchange Act of 1934
Rule 14a-17 -- Electronic Shareholder Forums
A shareholder, registrant, or third party acting on behalf of a shareholder or registrant may establish, maintain, or
operate an electronic shareholder forum to facilitate interaction among the registrant's shareholders and between the registrant and its
shareholders as the shareholder or registrant deems appropriate. Subject to paragraphs (b) and (c) of this section, the forum must comply
with the federal securities laws, including Section 14(a) of the Act and its associated regulations, other applicable federal laws,
applicable state laws, and the registrant's governing documents.
No shareholder, registrant, or third party acting on behalf of a shareholder or registrant, by reason of establishing,
maintaining, or operating an electronic shareholder forum, will be liable under the federal securities laws for any statement or information
provided by another person to the electronic shareholder forum. Nothing in this section prevents or alters the application of the federal securities
laws, including the provisions for liability for fraud, deception, or manipulation, or other applicable federal and state laws to the person or
persons that provide a statement or information to an electronic shareholder forum.
Reliance on the exemption in Rule 240.14a-2(b)(6) to participate in an electronic shareholder forum does not eliminate a person's
eligibility to solicit proxies after the date that the exemption in Rule 240.14a-2(b)(6) is no longer available, or is no longer being relied upon,
provided that any such solicitation is conducted in accordance with this regulation.
Notice to Users: The Deskbook is made available
with the understanding that the University of Cincinnati College
of Law is not engaged in rendering legal, accounting or other professional
services. If legal advice or other expert assistance is required,
the services of a competent professional person should be sought. See Terms and Conditions of Use.
