MMC Benefits Handbook
Resale Restrictions
If you are an "affiliate" of Marsh & McLennan Companies at the time you receive a distribution under the Plan in the form of shares of Marsh & McLennan Companies stock, your ability to resell those shares may be restricted. In order to resell such shares, you will be required either to observe the resale limitations of Rule 144 of the Securities Act of 1933, as amended (the Securities Act) or offer your shares for resale in compliance with another applicable exemption from the registration requirements of the Securities Act.
An "affiliate" is defined, for purposes of the Securities Act, as a person who directly, or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, Marsh & McLennan Companies. A "person" is defined to include any relative or spouse of the person and any relative of the person's spouse who has the same home as the person, any trust, estate, corporation or other organization in which the person or any of the foregoing persons has collectively more than a 10 percent beneficial interest, and any trust or estate for which the person or any of the foregoing persons serves as trustee, executor or in any similar capacity.
A person "controls, is controlled by, or is under common control with" Marsh & McLennan Companies when that person directly or indirectly possesses the power to direct or cause the direction of the management and policies of Marsh & McLennan Companies whether through the ownership of voting securities, by contract or otherwise.