Qualcomm Incorporated (QCOM) Message Board

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Technology Stocks : Qualcomm Incorporated (QCOM)

QCOM 163.93

-0.4%

9:49 AM EST

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To: carranza2 who wrote (96192)	3/26/2001 8:32:41 PM
From: S100	Read Replies (2) of 152472

Quiet Period The term "quiet period," also referred to as the "waiting period," is not defined under the federal securities laws. The quiet period extends from the time a company files a registration statement with the SEC until SEC staff declares the registration statement "effective." During this period, the federal securities laws limit what information a company and related parties can release to the public. Rule 134 of the Securities Act of 1933 discusses these limitations. Companies that file a registration statement must refrain from promoting their company, thereby possibly affecting the price of the stock once the SEC has declared the registration statement effective. Since review of a registration statement can take several months, the quiet period can last this long as well. Despite the restrictions, the SEC has encouraged companies to continue making normal corporate announcements in the ordinary course of business during the quiet period. The SEC has stated that neither the federal securities laws nor any policy of the SEC would justify a company’s failure to disclose factual information on the grounds it had filed a registration statement. On the contrary, when a registered offering of securities is contemplated or in process, a company should disclose factual information that will not unduly influence or facilitate the sale of securities in the proposed offering. The SEC has stressed it is incumbent on companies to establish internal procedures designed to avoid problems relating to the release of corporate information when in registration. The quiet period also applies to trading in a securities offering under Rules 101 and 102 of Regulation M. For more information about Regulation M, you can read Compliance Guide to the Registration and Regulation of Brokers and Dealers by the SEC's Division of Market Regulation. sec.gov

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