Acquisition and Arrangement Resolution definition

Acquisition and Arrangement Resolution means the special resolution of Securityholders to approve the Acquisition and the Arrangement in substantially the form attached as Appendix A to this Circular to be considered and voted upon by the Securityholders at the Meeting;
Sample 1Sample 2Sample 3

Examples of Acquisition and Arrangement Resolution in a sentence

  • In addition, the Acquisition and Arrangement Resolution must be approved by a simple majority of the votes cast at the Meeting by “minority shareholders”, as determined in accordance with applicable law.

  • The Board of Directors, on the recommendation of the Special Committee, and based on its own investigations has concluded that the Acquisition and the Arrangement are in the best interests of the Corporation and fair to the Public Shareholders, Unaffiliated Shareholders and Optionholders and recommends that Public Shareholders and Optionholders vote in favour of the Acquisition and Arrangement Resolution.

  • The Board of Directors, on the recommendation of the Special Committee, and based upon its own investigations, concluded that the Acquisition and the Arrangement are in the best interests of the Corporation and fair to the public Shareholders, unaffiliated Shareholders and Optionholders and recommends that public Shareholders and Optionholders vote in favour of the Acquisition and Arrangement Resolution.

  • In addition, the Acquisition and Arrangement Resolution must be approved by a simple majority of the votes cast by all Minority Shareholders represented at the Meeting.

  • The Board of Directors, on the recommendation of the Special Committee, and based on its own investigations has unanimously concluded that the Acquisition and the Arrangement are in the best interests of the Corporation and fair to the Public Shareholders and Optionholders and unanimously recommends that Public Shareholders and Optionholders vote in favour of the Acquisition and Arrangement Resolution.

  • Notice to the Securityholders of their right of dissent with respect to the Acquisition and Arrangement Resolution and to receive, subject to the provisions of the ABCA and the Plan of Arrangement, the fair value of their Common Shares and Options shall be given by including information with respect to this right in the Circular to be sent to Securityholders in accordance with paragraph 17 of this Order.

  • All of the directors and officers have indicated to the Corporation an intention to vote all of the Common Shares and Options, owned by them or over which control or direction is exercised in favour of the Acquisition and Arrangement Resolution.

  • A dissenting Securityholder shall not be expected to vote at the Meeting in favor of the Acquisition and Arrangement Resolution.

  • The registered holders of Common Shares and Options are, subject to the provisions of this Order and the Plan of Arrangement, accorded the right of dissent under Section 191 of the ABCA with respect to the Acquisition and Arrangement Resolution and to receive from the Corporation, the fair value of their Common Shares and Options with respect to which such right of dissent is exercised.

  • The Board of Directors, on the recommendation of the Special Committee, and based on its own investigations has concluded that the Acquisition and the Arrangement are in the best interests of the Corporation and fair to the Public Shareholders (including Shareholders who are not affiliates of the Corporation for purposes of United States securities laws) and Optionholders and recommends that Public Shareholders and Optionholders vote in favour of the Acquisition and Arrangement Resolution.

Related to Acquisition and Arrangement Resolution

  • Arrangement Resolution means the special resolution of the Company Shareholders approving this Plan of Arrangement to be considered at the Company Meeting.

  • Supplemental Resolution means any resolution or resolutions of the Trust amending, modifying or supplementing this Bond Resolution, authorizing the issuance of a Series of Refunding Bonds, or any other Supplemental Resolution adopted by the Trust pursuant to the provisions of this Bond Resolution.

  • Amalgamation Resolution means the special resolution of the Shareholders concerning the Amalgamation to be considered at the Meeting, substantially in the form set out in Appendix A to the Circular;

  • Plan of Arrangement means this plan of arrangement and any amendments or variations hereto made in accordance with the Arrangement Agreement and this Plan of Arrangement or upon the direction of the Court (with the prior written consent of the Company and the Purchaser, each acting reasonably) in the Final Order;

  • Support Agreement has the meaning set forth in the Recitals.

  • Arrangement Agreement means the arrangement agreement dated as of April 18, 2019 between the Purchaser and the Company, including the schedules and exhibits thereto, providing for, among other things, the Arrangement, as the same may be amended, supplemented or restated.

  • unanimous resolution means, subject to subsection (3) -

  • Certificate of Arrangement means the certificate of arrangement to be issued by the Director pursuant to subsection 192(7) of the CBCA in respect of the Articles of Arrangement;

  • Articles of Arrangement means the articles of arrangement of the Company in respect of the Arrangement, required by the OBCA to be sent to the Director after the Final Order is made, which shall include this Plan of Arrangement and otherwise be in a form and content satisfactory to the Company and the Purchaser, each acting reasonably.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • Support Agreements has the meaning set forth in the Recitals.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Implementation Agreement means the Implementation Agreement dated ……… by and between the GOB, PGCB and the Company in connection with the Project, and also includes any amendment of it made from time to time;

  • Amalgamation Agreement means the Amalgamation Agreement dated as of June 26, 2020 among Cybin, Clarmin and Subco relating to the Amalgamation, as amended on October 21, 2020, a copy of which is available under the Company’s profile on the SEDAR website at www.sedar.com.

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Amended Articles means the amended articles of JMB, reflecting the alterations to the Original Articles as provided for in the Plan, substantially in the form attached as Schedule “A” to the Plan;

  • Acquisition Agreement Representations means the representations and warranties with respect to the Companies made by the Seller in the Acquisition Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders, but only to the extent that the Borrower or its Affiliates have the right to terminate its or their obligations under the Acquisition Agreement (or decline to consummate the Rockwood Acquisition) as a result of a breach of such representations in the Acquisition Agreement.

  • Special Resolution means a resolution passed by a majority of not less than two-thirds (2/3) of the votes cast on that resolution.

  • Charter Amendment means the Certificate of Amendment to the Certificate of Incorporation, in the form attached hereto as Exhibit D.

  • Scheme of Arrangement means a scheme of arrangement, share for share exchange or analogous procedure.

  • Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).

  • Specified Merger Agreement Representations means such of the representations and warranties made with respect to the Company and its Subsidiaries by the Company in the Merger Agreement to the extent a breach of such representations and warranties is material to the interests of the Lenders.