Common use of Company Capitalization Clause in Contracts

Company Capitalization. (a) The authorized capital stock of the Company currently consists exclusively of 10,000,000 shares of Company Common Stock, of which, as of the date immediately preceding the date of this Agreement (the “Company Capitalization Date”), 4,383,721 shares were issued and outstanding. The Company does not have outstanding any bonds, debentures, notes or other debt obligations having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) with the stockholders of the Company on any matter. All of the issued and outstanding shares of Company Common Stock have been duly authorized and validly issued and are fully paid, nonassessable and free of preemptive rights.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (QCR Holdings Inc), Agreement and Plan of Merger (Guaranty Federal Bancshares Inc)

AutoNDA by SimpleDocs

Company Capitalization. (a) The authorized capital stock of the Company currently consists exclusively of 10,000,000 shares of Company Common Stock, of which, as of the date immediately preceding the date of this Agreement (the “Company Capitalization Date”), 4,383,721 shares 1,550,686 were issued and outstanding. The Company does not have outstanding any bonds, debentures, notes or other debt obligations having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) with the stockholders of the Company on any matter. All of the issued and outstanding shares of Company Common Stock have been duly authorized and validly issued and are fully paid, nonassessable non-assessable and free of preemptive rights.

Appears in 1 contract

Samples: Agreement and Plan of Merger (QCR Holdings Inc)

Company Capitalization. (a) The authorized capital stock of the Company currently consists exclusively of 10,000,000 shares of Company Common Stock, of which, as of the date immediately preceding the date of this Agreement (the “Company Capitalization Date”), 4,383,721 3,483,457 shares were issued and outstanding, and no shares were held in treasury of the Company. The Company does not have outstanding any bonds, debentures, notes or other debt obligations having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) with the stockholders of the Company on any matter. All of the issued and outstanding shares of Company Common Stock have been duly authorized and validly issued and are fully paid, nonassessable and free of preemptive rights.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Alerus Financial Corp)

Company Capitalization. (a) The authorized capital stock of the Company currently consists exclusively of 10,000,000 of: (i) 300,000 authorized shares of Company Common Stock, of which, 231,140.5047 shares were issued and outstanding as of the date immediately preceding the date of this Agreement (the “Company Capitalization Date”), 4,383,721 shares were issued and outstanding. The Company does not have outstanding any bonds, debentures, notes or other debt obligations having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) with the stockholders shareholders of the Company on any matter. All of the issued and outstanding shares of Company Common Stock have been duly authorized and validly issued and are fully paid, nonassessable non-assessable and free of preemptive rights. Except as set forth in Section 3.5 of the Company Disclosure Schedules, there are no equity-based awards outstanding as of the Company Capitalization Date.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Guaranty Federal Bancshares Inc)

AutoNDA by SimpleDocs

Company Capitalization. (a) The authorized capital stock of the Company currently consists exclusively of 10,000,000 2,000,000 shares of Company Common Stock, of which, as of the date immediately preceding the date of this Agreement March 31, 2017 (the “Company Capitalization Date”), 4,383,721 shares 954,426.2915 were issued and 919,462.8253 shares were outstanding. The Company does not have outstanding any bonds, debentures, notes or other debt obligations having the right to vote (or convertible into, or exchangeable for, securities having the right to vote) with the stockholders of the Company on any matter. All of the issued and outstanding shares of Company Common Stock have been duly authorized and validly issued and are fully paid, nonassessable and free of preemptive rights.

Appears in 1 contract

Samples: Purchase and Assumption Agreement (QCR Holdings Inc)

Time is Money Join Law Insider Premium to draft better contracts faster.