3
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
___________
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
Maui Land & Pineapple Company, Inc.
(Exact Name of Registrant as Specified in Its Charter)
Hawaii 99-0107542
(State of Incorporation or Organization) (I.R.S. Employer
Identification no.)
120 Kane Street, P. O. Box 187, Kahului, HI 96733-6687
(Address of Principal Executive Offices) (Zip Code)
If this form relates to the registration of a class of
securities pursuant to Section 12(b) of the Exchange Act and is
effective pursuant to General Instruction A.(c), please check the
following box. [X]
If this form relates to the registration of a class of
securities pursuant to Section 12(g) of the Exchange Act and is
effective pursuant to General Instruction A.(d), please check the
following box. [ ]
Securities Act registration statement file number to which this
form relates: not applicable
(If applicable)
Securities to be registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange on Which
to be so Registered Each Class is to be Registered
Common Stock without Par Value American Stock Exchange
Securities to be registered pursuant to Section 12(g) of the Act:
NONE
(Title of Class)
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. Description of Registrant's Securities to be
Registered.
The securities to be registered are 7,200,000 shares of
common stock without par value. Stockholders are entitled to
dividends out of funds legally available therefor when and as
declared by the Board of Directors, and on liquidation, are
entitled pro rata according to their stockholdings to receive the
remaining assets of the Company after payment and discharge of
all liabilities. Shares are not subject to redemption or liable
to assessment or further call. Stockholders are entitled to one
vote per share. Directors are elected by non-cumulative voting.
Pursuant to the Company's bylaws, its Board of Directors is
divided into three classes, each of which consists of two members
who hold office for a period of three years. The Company's
classified board could have the effect of delaying, deferring or
preventing a change in control of the Company.
The holders of the Company's Common Stock pursuant to Hawaii
law and the Articles of Association of the Company have waived
preemptive rights to subscribe for the 1,800,000 shares of Common
Stock that were authorized prior to the amendment of the
Company's Articles of Association increasing the authorized
Common Stock to 7,200,000 shares. The holders of the Company's
Common Stock have preemptive rights to subscribe for any shares
of Common Stock issued over such 1,800,000 shares, subject to
denial, limitation or restriction of such rights by vote of the
holders of two-thirds of the Common Stock outstanding, or by
amendment of the Company's Articles of Association.
Item 2. Exhibits
None
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities
Exchange Act of 1934, the registrant has duly caused this
registration to be signed on its behalf by the undersigned,
thereto duly authorized.
MAUI LAND & PINEAPPLE COMPANY, INC.
(Registrant)
Date APRIL 21, 1998 By /S/ PAUL J. MEYER
PAUL J. MEYER
Its Executive Vice President/Finance
