Beneficially Owns Clause Samples

The 'Beneficially Owns' clause defines what it means for a party to have beneficial ownership of certain assets, typically shares or securities, even if the legal title is held by another entity. In practice, this clause clarifies that a person or entity is considered the true owner if they enjoy the benefits of ownership, such as the right to receive dividends or exercise voting rights, regardless of whose name the asset is registered under. This provision is essential for accurately determining control, voting power, or compliance with regulatory thresholds, thereby preventing ambiguity about who truly holds economic interest in the relevant assets.
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Beneficially Owns. The term “Beneficially Owns” shall mean, with respect to any Shares of any Person, all Shares in respect of which such Person, directly or indirectly, whether by contract, arrangement, relationship or otherwise, exercises (i) voting power, including the power to vote or to direct the voting of any such Shares or (ii) investment power, including the power to dispose of or to direct the disposition of any such Shares, and shall include specifically, without limitation, any Shares held in an individual retirement account or other self-directed employee benefit plan in respect of which such Person exercises the exclusive power to direct investments and any shares which may be acquired through the exercise of options, warrants and other convertible securities.
Beneficially Owns. Section 6.12(a) ▇▇▇▇▇▇▇ & ▇▇▇▇▇ Opinion......................................Section 2.8(b) Certificate of Designation......................................Section 6.9