The Orange California Stockholders' Rights Plan is a provision established by Data scope Corp., a company based in Orange, California, to protect the rights and interests of its stockholders. This plan, also known as a "poison pill" plan, is designed to prevent hostile takeovers and ensure that shareholders have the opportunity to participate in the decision-making process. The purpose of the Orange California Stockholders' Rights Plan is to trigger certain defense mechanisms that dilute the ownership stake of any acquirer attempting to gain control of Data scope Corp. without the approval of the board of directors or majority shareholders. This plan acts as a deterrent by making it economically unattractive for a potential acquirer to accumulate a substantial number of shares. Under this plan, Data scope Corp. issues rights or options to its existing shareholders, allowing them to purchase additional shares at a significant discount if a hostile takeover is attempted. These rights typically become exercisable when a certain event occurs, such as a significant accumulation of shares by an acquirer. The Orange California Stockholders' Rights Plan of Data scope Corp. aims to provide the board of directors with more time to respond to an unsolicited takeover bid, evaluate strategic alternatives, and negotiate with potential acquirers. It can also provide the board with leverage during negotiations by imposing certain conditions on the acquirer, such as a requirement to divest certain assets or maintain certain business operations post-acquisition. It's important to note that there may be different variations or amendments to the Orange California Stockholders' Rights Plan, depending on the specific terms agreed upon by Data scope Corp. and its shareholders. These variations could include different triggers for the rights' excitability, different discount rates for purchasing additional shares, or different conditions imposed on potential acquirers. In conclusion, the Orange California Stockholders' Rights Plan of Data scope Corp. is a safeguard mechanism implemented to protect the rights and interests of shareholders by deterring hostile takeovers and giving the board of directors more time and leverage to evaluate potential transactions while safeguarding shareholder value.