Sec.36a-136-21. Prohibited sales practices

(a) In connection with offers, sales or purchases of conversion shares, the converting institution and its directors, officers, agents or employees shall not engage in any activity prohibited by section 36b-4 of the Connecticut General Statutes.

(b) During the conversion, no person may:

(1) Transfer or enter into any agreement or understanding to transfer the legal or beneficial ownership of subscription rights for the conversion shares or the underlying securities to the account of another;

(2) Make any offer or any announcement of an offer to purchase any conversion shares from anyone but the converting institution; or

(3) Knowingly acquire more than the maximum purchase allowable under the plan of conversion.

(c) The restrictions in subdivisions (1) and (2) of subsection (b) of this section do not apply to offers for more than ten per cent of any class of conversion shares by:

(1) An underwriter or a selling group, acting on behalf of the converting institution, that makes the offer with a view toward public resale; or

(2) Any of the converting institution's tax-qualified employee stock ownership plans so long as the plan does not beneficially own more than twenty-five per cent of any class of the converting institution's equity securities in the aggregate.

(Adopted effective September 7, 2007)