[§431:4-245]  Solicitations prior to
furnishing required written proxy statement.  Notwithstanding section
431:4-238(a), a solicitation subject to this part may be made prior to
furnishing stockholders a written proxy statement containing the information specified
in schedule A under section 431:4-232 with respect to the solicitation,
provided that:



(1)  The statements required by section 431:4-244 are
filed by or on behalf of each participant in the solicitation;



(2)  No form of proxy is furnished to stockholders
prior to the time the proxy statement required by section 431:4-238(a) is
furnished to such persons.  This paragraph shall not apply where a proxy
statement then meeting the requirements of schedule A under section 431:4-232
has been furnished to stockholders;



(3)  At the minimum, the information specified in
paragraphs (2) and (3) of the statements required by schedule B under section
431:4-233 to be filed by each participant, or an appropriate summary thereof,
is included in each communication sent or given to stockholders in connection
with the solicitation; and



(4)  A written proxy statement containing the
information specified in schedule A pursuant to section 431:4-232 with respect
to a solicitation is sent or given to stockholders at the earliest practicable
date. [L 2000, c 24, pt of §2]