Company Shareholder Consent definition

Company Shareholder Consent means a written consent of the Company Shareholders, in the form attached to the Voting Agreement, pursuant to which the Company Shareholders will, among other things, authorize and approve this Agreement, the Merger and the other transactions contemplated hereby.
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Company Shareholder Consent has the meaning set forth in the Recitals.
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Company Shareholder Consent has the meaning set forth in Section 7.5(c).
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Examples of Company Shareholder Consent in a sentence

  • The Company has all requisite corporate power and authority to enter into this Agreement and, subject to receipt of the Company Shareholder Consent, to complete the transactions contemplated hereby.

  • Except for the Company Shareholder Consent and the filing of the Articles of Merger with the Secretary of State of the State of Washington, no other corporate proceedings on the part of the Company are necessary to authorize the completion of the Merger.

  • For purposes of this Agreement, the “Company Shareholder Approval” means the adoption and approval of this Agreement by the shareholders of the Company by the Company Shareholder Consent, in accordance with the WBCL and the Company Articles of Incorporation.

  • After obtaining the Company Shareholder Consent, theCompany shall promptly mail the notice of taking action to Company Shareholders in accordance with the delivery requirements of the Company’s articles of incorporation and by-laws, for purposes of informing the Company Shareholders of the adoption of this Agreement and approval of the Merger and soliciting a waiver of their dissenters’ rights pursuant to the WBCA.

  • The Company shall, promptly after the execution of this Agreement and the Related Plan of Merger, obtain the approval and adoption of this Agreement, the Merger and the other Transactions by the required vote of the Company Shareholders under the VSCA and the Company’s Organizational Documents pursuant to the Company Shareholder Consent.

  • After obtaining the Company Shareholder Consent, the Company shall promptly mail the notice of taking action to Company Shareholders in accordance with the delivery requirements of the Company’s articles of incorporation and by-laws, for purposes of informing the Company Shareholders of the adoption of this Agreement and approval of the Merger and soliciting a waiver of their dissenters’ rights pursuant to the WBCA.

  • Upon execution and delivery of the Company Shareholder Consent by all Company Shareholders who at such time hold Company Shares, no Company Shareholder will have a right of appraisal of its Company Shares under applicable Law.

Related to Company Shareholder Consent

  • Company Shareholder means any holder of any Company Shares.

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Company Shareholder Meeting has the meaning set forth in Section 5.13(b).

  • Company Shares has the meaning set forth in the Recitals.

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Common Shareholders means the holders of the Common Shares.

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Shareholder Rights Plan means the amended and restated shareholder rights plan agreement dated as of November 10, 2015 between Parent and American Stock Transfer and Trust Company, LLC, as rights agent, as amended and restated as of April 18, 2016 as further amended, restated, succeeded or replaced from time to time, and any similar plan adopted from time to time;

  • Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Parent Shareholder Approval means the approval of the Parent Share Issuance by the affirmative vote of a majority of the Parent Common Shares entitled to vote thereon and present in person or represented by proxy at the Parent Shareholder Meeting in accordance with applicable securities Laws, the rules and regulations of the NYSE and the TSX, as applicable, the ABCA and the Organizational Documents of Parent.

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Parent Stockholders means the holders of Parent Common Stock.

  • 10% Shareholder means a person who owns, directly or indirectly, stock possessing more than 10% of the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary of the Company. Indirect ownership of stock shall be determined in accordance with Code Section 424(d).

  • Parent Stockholder Approval has the meaning set forth in Section 5.2.

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Common Stockholders means holders of shares of Common Stock.

  • Company Stockholder Meeting means the meeting of the holders of shares of Company Common Stock for the purpose of seeking the Company Stockholder Approval, including any postponement or adjournment thereof.

  • Existing Shareholders has the meaning set forth in the preamble.

  • Company Share means one share of common stock of the Company, $0.01 par value per share.