Company Charter definition

Company Charter means the Amended and Restated Certificate of Incorporation of the Company, as amended.

Company Charter means the certificate of incorporation of the Company in effect on the date hereof, as may be amended from time to time.

Company Charter means the Company’s certificate of incorporation, as amended to the date of this Agreement.

Examples of Company Charter in a sentence

• The Company has made available to Parent a true and complete copy of (a) the Company Charter, (b) the bylaws of the Company (the “Company Bylaws”), and (c) the certificate of incorporation and bylaws (or equivalent organizational documents) of each Company Subsidiary, each as in effect as of the date of this Agreement.

• Assuming the accuracy of the representations and warranties in Section 4.04, no “fair price”, “moratorium”, “control share acquisition”, “interested stockholder” or other applicable anti-takeover Law (including Section 203 of the DGCL), or any comparable anti-takeover provisions of the Company Charter or the Company Bylaws, would reasonably be expected to restrict or prohibit the execution of this Agreement, each party performing its obligations hereunder or the consummation of the Transactions.

• The Company is not in violation of any provisions of the Company Charter or the Company Bylaws.

• All outstanding Shares have been duly authorized and validly issued, are fully paid and nonassessable, and are free of preemptive or similar rights under any provision of the MBCA and the Company Charter Documents or any agreement to which the Company is a party or by which the Company is otherwise bound.

• The Company shall comply with the MBCA, the Company Charter Documents, the Exchange Act and the rules and regulations of Nasdaq in connection with the Company Shareholders Meeting, including preparing and delivering the Proxy Statement to the Company’s shareholders as required pursuant to the Exchange Act and Section 5.2(b) below.

More Definitions of Company Charter

Company Charter shall have the meaning set forth in Section 4.1.

Company Charter has the meaning set forth in Section 3.1(b).

Company Charter means the Certificate of Incorporation of the Company, as amended and effective under the DGCL, prior to the Effective Time.

Company Charter has the meaning set forth in Section 2.1(a).

Company Charter means the Amended and Restated Certificate of Incorporation of the Company filed with the Secretary of State of the State of Delaware on April 29, 2013, as amended.

Company Charter means the Restated Certificate of Incorporation of the Company.

Company Charter means the memorandum and articles of association of the Company, as amended and effective under the BVI Act.