AMENDMENT OF MEMORANDUM AND ARTICLES. Subject to Clause 9, the Company may amend its Memorandum or Articles by a Resolution of Shareholders or by a Resolution of Directors, save that no amendment may be made by a Resolution of Directors:
AMENDMENT OF MEMORANDUM AND ARTICLES. Subject to the provisions of the Law, the Company may from time to time by Special Resolution alter or amend the Memorandum or these Articles in whole or in part provided that no such amendment shall affect the special rights attaching to any class of Shares without the consent or sanction provided for in these Articles. Notwithstanding anything to the contrary in the Memorandum or in these Articles or in Law, for so long as HLNG is a Member, the Company shall not alter or amend the Memorandum or these Articles in whole or in part, without the prior written consent of HLNG SCHEDULE A INSURANCE POLICIES Hull & Machinery insurance: All insurances carried, or to be carried, by the owner of the Vessel are placed as part of Höegh LNG’s fleet placements in the international insurance markets. With effect from December 1, 2016, for 24 months (subject to a review clause in 12 months if fleet claims exceed $2 million), the Vessel is insured for the following insured values: - Hull & Machinery (H&M) USD 274,000,000 - Hull Interest (HI) USD 68,500,000 - Freight Interest(FI) USD 68,500,000 USD 411,000,000 The insurances are placed on insurance conditions as per the Nordic Marine Insurance Plan of 2013 (version 2016) in accordance with Part one and Chapters 10–13, “on full conditions” as per the Nordic Plan 2013 Clause 10-4, and as per Owner’s Special Conditions and Clauses. The Nordic Plan 2013 provides cover on an "all risks" basis. The Nordic Plan 2013 includes under Chapter 13 coverage for liability of the assured arising from collision with another ship (Running Down Clause "RDC") or striking against Fixed and Floating Objects ("FFO") – on 4/4ths basis in both respects. RDC and FFO thus being excluded under the P&I cover. Höegh LNG Holdings Ltd. (H&M) Brokers Underwriters S&P rating Share Xxxxxx Xxxxxx Xxxxxx, Oslo Norwegian Hull Club A 10.0 % Gard Marine & Energy A+ 15.0 % Swedish Club, Gothenburg BBB + 7.5 % Alandia Marine, Åland BBB + 5.0 % Mitsui Sumitomo Insurance A+ 5.5 % Codan, Bergen A 7.5 % Xxxxxx Xxxxxx Xxxxxx, London Lloyds (13,5%) / RSA (9%) A+ / A 22.5 % Gr. Eyssautier, Paris AXA Corporate Solution AA- 10.0 % Allianz Global Corporate & Speciality A+ 10.0 % Generali Assurances lard BBB + 5.5 % PartnerRe A+ 1.5 % 100.0 % Schedule A to Contribution, Purchase and Sale Agreement As Claims Leader for 100% placement is appointed Norwegian Hull Club. Deductible for Particular Average (damage to own vessel) is USD 473,000. Deductible for Damage Done (collision...
AMENDMENT OF MEMORANDUM AND ARTICLES. The Purchaser hereby agrees to not propose any amendment to the Company’s Memorandum and Articles (i) to modify the substance or timing of the Company’s obligation to allow redemption in connection with the Company’s Business Combination or to redeem 100% of the Class A Shares if the Company does not complete its Business Combination within 24 months from the IPO Closing or (ii) with respect to any other provision relating to shareholders’ rights or pre-initial Business Combination activity, unless the Company provides its shareholders with the opportunity to redeem their Class A Shares upon approval of any such amendment at a per share price, payable in cash, equal to the aggregate amount then on deposit in the Trust Account, including interest (which interest shall be net of taxes payable), divided by the number of then issued and outstanding Class A Shares.
AMENDMENT OF MEMORANDUM AND ARTICLES. Each of the Parties hereby undertakes that it shall whenever necessary exercise all voting and other rights and powers available to it to procure the amendment of the Memorandum and Articles to the extent necessary to permit the Company and its affairs to be operated as provided herein so that the same are consistent with the provisions of this Agreement.
AMENDMENT OF MEMORANDUM AND ARTICLES. 98. Subject to and insofar as permitted by the provisions of the Law and the Deal Documents, the Company may from time to time by Unanimous Director Approval and a Special Resolution alter or amend its Memorandum of Association or these Articles in whole or in part; provided, however that no such amendment shall affect the rights attaching to any class of Shares without the consent or sanction of a Unanimous Director Approval. The Memorandum of Association and the Articles may be amended after the Final Payment Date by Special Resolution alone.
AMENDMENT OF MEMORANDUM AND ARTICLES. Power to change name or amend Memorandum
AMENDMENT OF MEMORANDUM AND ARTICLES. 44.1 Subject to the provisions of the Act, the Company may from time to time by Special Resolution alter or amend the Memorandum or these Articles in whole or in part provided that no such amendment shall affect the special rights attaching to any class of Shares without the consent or sanction provided for in these Articles. Exhibit C-2 Form of Amended and Restated Memorandum and Articles of Association of Plus Holdings (F-Reorg) [See attached.] THE COMPANIES ACT (AS REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES FIRST AMENDED AND RESTATED MEMORANDUM OF ASSOCIATION OF Plus Holdings Ltd. (Adopted by a special resolution passed on ,2021 and effective on , 2021)
AMENDMENT OF MEMORANDUM AND ARTICLES. 148. Subject to and insofar as permitted by the provisions of the Companies Act and these Articles (including but not limited to Article 90), the Company may from time to time by Special Resolution alter or amend its Memorandum of Association or these Articles in whole or in part provided however that no such amendment shall affect the rights attaching to any class of Shares without the consent or sanction provided for in Article 3(b), further provided that any amendment that will result in more favorable treatment to holders of Series A-1 Shares or Series A-2 Shares than holders of Series A-4 Shares, Series B Shares or Series C Shares, as the case may be, can only be made by holders of at least a majority of the total issued and outstanding Series A-4 Shares, Series B Shares or Series C Shares, as the case may be, in writing. ORGANISATION EXPENSES
AMENDMENT OF MEMORANDUM AND ARTICLES. 44.1 Subject to the provisions of the Act, the Company may from time to time by Special Resolution alter or amend the Memorandum or these Articles in whole or in part provided that no such amendment shall affect the special rights attaching to any class of Shares without the consent or sanction provided for in these Articles. Exhibit D Form of Second Amended and Restated Certificate of Incorporation of HCIC [See attached.] SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF [XXXXXXXX CAPITAL INVESTMENT CORP. V]2 [●]
AMENDMENT OF MEMORANDUM AND ARTICLES. 124. Subject to and insofar as permitted by the provisions of the Companies Act and these Articles, the Company may from time to time by Special Resolution alter or amend its Memorandum of Association or these Articles in whole or in part provided however that no such amendment shall affect the rights attaching to any class of Shares without the consent or sanction provided for in Article 4(b).
