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Holding 5% or greater position in common stock requires _____ filing within _____ days.

A) 10-K, 60 days
B) 13D, 10 days
C) 8-K, 30 days
D) 10-Q, 45 days

User Ali Kahoot
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1 Answer

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Final answer:

Holding a 5% or greater position in common stock requires a 13D filing within 10 days. To change the Darkroom Windowshade Company's management, more than 50% of the votes are needed. Investors 1 and 2 together hold 38% and cannot guarantee control without additional support.

Step-by-step explanation:

The question pertains to the Securities Exchange Act of 1934 which requires investors to file certain reports with the Securities and Exchange Commission (SEC) if they acquire a substantial holding or influence in a company. Holding 5% or greater position in common stock requires a 13D filing within 10 days of the acquisition. This is outlined under Section 13D of the Act aiming to provide transparency in securities markets and protect investors. The correct answer therefore is B) 13D, 10 days.

To address the question provided, it is about the Darkroom Windowshade Company and the minimum number of investors required to vote and change the company's top management. First, we identify the shareholder's distribution of shares. Then, to change management, over 50% of voting shares are needed to hold a majority. Adding the shares of investor 1 (20,000 shares) and investor 2 (18,000 shares), they hold together 38% of the shares, which is insufficient to guarantee a majority vote without additional support.

Therefore, these two investors cannot be certain of always getting their way in how the company will be run solely on their holdings; they would need additional investors to support their decisions. The minimum number of investors needed to change the company's top management is determined by combining shareholder votes to surpass the 50% threshold, which means including investor 3's 15,000 shares, at the very least, to achieve a majority.

User Sharpener
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