DECIDED Sample Clauses

DECIDED to approve the following terms, conditions and the procedure of the unwind (spin-off): The unwind of the Company shall be performed by way of a spin-off of the 160,247,802 (one hundred sixty million two hundred fourty-seven thousand eight hundred two) common shares in Mobile TeleSystems OJSC (“MTS”), an open joint stock company, incorporated and organised under the laws of the Russian Federation, registered by State Registration Chamber under the Ministry of Justice of the Russian Federation, Registration Certificate No. P-7882.16, and having its registered office at 0, Xxxxxxxxxxxxx Xxxxxx, XX-000000 Xxxxxx, Russian Federation MTS, (“MTS Shares”) held by the Company beside its main business activities (“Core Business”), from the Core Business of the Company by dividing the MTS Shares into two stakes according to the size of the shareholdings of Sistema and T-Mobile in ISH (“Sistema Stake” and “T-Mobile Stake” respectively) and separating the Sistema Stake and the T-Mobile Stake in two newly created closed joint stock companies (“NewCo 1” and “NewCo 2”), as a result of which NewCo 1, which will be established as a 100% subsidiary of Sistema, shall hold the Sistema Stake consisting of 81,726,372 (eighty-one million seven hundred twenty-six thousand three hundred seventy-two) common shares of MTS representing a 4.1% stake in the charter capital of MTS, and NewCo 2, which will be established as a subsidiary of T-Mobile, 100% minus one share owned by TMO and 1 share owned by Smaragd, shall hold the T-Mobile Stake consisting of 78,521,430 (seventy-eight million five hundred twenty-one thousand four hundred and thirty) unencumbered common shares of MTS representing a 3.9% stake in the charter capital of MTS; The decision was adopted unanimously On the third item of the agenda: HEARD: the Chairman of the Meeting on the unwind balance sheet and on the inventory lists of assets and liabilities to be transferred to CJSC [NewCo 1] and CJSC [NewCo 2].
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DECIDED to approve the unwind balance sheet in accordance with sections 1 and 2 of Article 19 of the JSC Law, section 4 of Article 58 and Article 59 of the Civil Code of the Russian Federation, and of the inventory lists of assets and liabilities to be transferred to CJSC [NewCo 1] and CJSC [NewCo 2]. The decision was adopted unanimously On the fourth item of the agenda: HEARD: the Chairman of the Meeting on the establishment of [NewCo 1] and [NewCo 2] in the legal form of closed joint stock companies. DECIDED: to approve the establishment of the CJSC [NewCo 1] and the CJSC [NewCo 2], each having the legal form of a closed joint stock company. The decision was adopted unanimously On the fifth item of the agenda: HEARD: the Chairman of the Meeting on the types of shares of CJSC [NewCo 1] and CJSC [NewCo 2] as common, non-documentary registered shares with a nominal value of [•], the rights associated with such shares (as stipulated in the effective legislation); the number of the shares of CJSC [NewCo 1] and CJSC [NewCo 2] to be issued.
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DECIDED. To approve the types of shares of CJSC [NewCo 1] as common, non-documentary registered shares with a nominal value of [•], and the types of shares of CJSC [NewCo 2] as common, non-documentary registered shares with a nominal value of [•]. The rights associated with the shares CJSC [NewCo 1] and CJSC [NewCo 2] shall be as stipulated in their Charters in accordance with the effective legislation. To approve the following number of shares to be issued by the CJSC [NewCo 1] and CJSC [NewCo 2]: CJSC [NewCo 1] shall issue [•] common non-documentary registered with a nominal value of [•] each and CJSC [NewCo 2] shall issue [•] common non-documentary registered with a nominal value of [•] each. [The charter capital of NewCo 1 shall comprise [•] roubles and shall be formed as follows: [•]; the charter capital of NewCo 2 shall comprise [•] roubles and shall be formed as follows: [•]]. The decision was adopted unanimously On the sixth item of the agenda: HEARD: the Chairman of the Meeting on the allocation of the shares of CJSC [NewCo 1] and CJSC [NewCo 2].
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DECIDED. To approve the allocation of the shares of CJSC [NewCo 1] and CJSC [NewCo 2] as follows: Sistema shall receive [100%] of the common non-documentary registered shares of CJSC [NewCo 1] and TMO shall receive [100% minus 1 share] of the common non-documentary registered shares of CJSC [NewCo 2] Smaragd shall receive 1 share of the common non-documentary registered shares of CJSC [NewCo 2]. The shares in CJSC [NewCo 1] and CJSC [NewCo 2] shall be issued to Sistema, TMO and Smaragd by way of free-of-charge allocation. The decision was adopted unanimously In light of the fact that all items on the agenda of the Meeting had been addressed, the Chairman declared the Meeting closed at the Closing time of the Meeting as indicated above. These Minutes are the unabridged and genuine Minutes of the Extraordinary General Shareholders’ Meeting of Invest-Sviaz-Holding Joint Stock Company which took place on the date and at the location indicated above. These Minutes are made on [•] 2003 in 2 (two) originals, in English and in Russian. In case of any discrepancies between the two versions, the English version shall prevail. Chairman of the Meeting: Secretary of the Meeting: ( ) ( ) ANNEX 9 Form of notification to creditors of ISH (re: ISH Unwind) “ ” 2003 Moscow Dear Sirs, [to be translated into Russian] Invest-Sviaz-Holding Joint Stock Company, a closed joint stock company incorporated and organised under the laws of the Russian Federation, registered by the Moscow Registration Chamber, registration No. 873.716, entered into the Uniform State Register of Legal Entities on “ ” 2003 under the No. (OGRN) , having its registered office at 00 Xxxxxxxxxxx Xxxxxxxx, Xxxxxxxx 0, XX 000000 Xxxxxx, Russian Federation (the “Company”), notifies you that on . .2003 the General Shareholders’ Meeting resolved to reorganise the Company by way of unwind of [NewCo 1] and [NewCo 2] therefrom. Pursuant to section 6 of Article 15 of the Law “On Joint Stock Companies”, you have the right to require termination and/or discharge of obligations of the Company and compensation of the respective losses within 30 (thirty) days after this notification has been forwarded to you or after the respective publication has been made in the High Arbitrazh Court Herald. On behalf of Invest-Sviaz-Holding Joint Stock Company ANNEX 10 Form of charter of NewCo 1 and NewCo 2 APPROVED by the general shareholders’ meeting (Protocol No. 1 dated “ ” 2003) CHARTER OF THE CLOSED JOINT STOCK COMPANY [•] Moscow 2003 Close...
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DECIDED. April 7, 2023. 2 A redacted version of the trackage rights agreement between GMRC and NECR was filed with SURFACE TRANSPORTATION BOARD [Docket No. AB 1329X] Elkhart & Western Railroad Co. LLC— Discontinuance of Trackage Rights Exemption—in Xxxxxxxx and Xxxxxx Counties, Ind. On March 24, 2023, Elkhart & Western Railroad Co. LLC (E&W), a Class III rail carrier, filed a petition under 49 U.S.C. 10502 for exemption from the prior approval requirements of 49 U.S.C. 10903 to discontinue trackage rights over approximately 11.7 miles of rail line owned by Fulton County, L.L.C. (FC), extending from milepost I–108.6 near Argos, Ind., to milepost I–96.9 at Rochester, Ind., in Xxxxxxxx and Xxxxxx Counties, Ind. (the Line). The Line traverses United States Postal Services Zip Codes 46501 and 46975. According to E&W, until recently, it was the exclusive service provider on the Line, pursuant to a trackage rights agreement (Agreement) with FC. E&W states that the Agreement expired on March 15, 2023, and, on the same day, Patriot Rail Company, LLC, which indirectly controls E&W, embargoed the Line due to unsafe track conditions.
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DECIDED. To approve the allocation of the shares of CJSC [NewCo 1] and CJSC [NewCo 2] as follows: Sistema shall receive [100%] of the common non-documentary registered shares of CJSC [NewCo 1] and TMO shall receive [100% minus 1 share] of the common non-documentary registered shares of CJSC [NewCo 2] Smaragd shall receive 1 share of the common non-documentary registered shares of CJSC [NewCo 2]. The shares in CJSC [NewCo 1] and CJSC [NewCo 2] shall be issued to Sistema, TMO and Smaragd by way of free-of-charge allocation. The decision was adopted unanimously In light of the fact that all items on the agenda of the Meeting had been addressed, the Chairman declared the Meeting closed at the Closing time of the Meeting as indicated above. These Minutes are the unabridged and genuine Minutes of the Extraordinary General Shareholders’ Meeting of Invest-Sviaz-Holding Joint Stock Company which took place on the date and at the location indicated above. These Minutes are made on [•] 2003 in 2 (two) originals, in English and in Russian. In case of any discrepancies between the two versions, the English version shall prevail. Chairman of the Meeting: Secretary of the Meeting:
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DECIDED. October 20, 2004 In the fifth annual round of the Conrail “general oversight” proceeding, the Board finds that, with the conditions imposed, the Conrail Transaction has not resulted in any competitive or market power problems, and the Board concludes, as scheduled, the formal oversight process. TABLE OF CONTENTS BACKGROUND 7 DISCUSSION AND CONCLUSIONS 9 Formal Oversight Process Is Concluded As Scheduled 9 Reporting Requirements Terminated (With One Exception) 11 Authority to Enforce Merger Conditions Continues 11 Rail Consumer Assistance Program 11 Party-By-Party Analysis of Relief Requested 12 U.S. Department of Transportation 12 American Chemistry Council 12 Cargill 12 Cemex 12 DaimlerChrysler 13 Delaware Valley Regional Planning Commission 13 Four City Consortium 14 GROWMARK 14 Lackawanna Coalition 14 Morristown & Erie Railway 15 New Jersey Department of Transportation 15 North Jersey Transportation Planning Authority 16 New Jersey Shortline Railroad Association 17 Pennsylvania Parties: PA Department of Community and Economic Development; and Philadelphia Industrial Development Corporation 17 Rail Cents Enterprises 19 Resources Warehousing & Consolidation Services 20 The SEDA-COG JRA Parties 20 SMS Rail Service 21 State of New York 21 Union County (New Jersey) 22 Other Parties 22 APPENDIX A: CSX, NS, and CONRAIL 24 CSX 24 Norfolk Southern 25 Conrail 27 APPENDIX B: GENERALLY SUPPORTIVE PARTIES 28 Anacostia & Pacific Corporation 28 A & R Bulk-Pac 28 CONSOL Energy 28 Hub Group 29 Intermodal Association of North America 29 Xxxxxx Xxxxxx Liquids Terminals 29 Madison International Sales Company 30 Mars Industries 30 National Industrial Transportation League 30 Novolog Bucks County 30 Ohio Central Railroad 30 Pinsly Railroad Company 31 Port Authority of New York and New Jersey 31 Port of Wilmington, Delaware 32 PPL EnergyPlus 33 Rail Management Corporation 33 Savage Services Corporation 33 Southern Railroad Company of New Jersey 33 State of Maryland 34 State of Michigan 34 United Transportation Union 34 Virginia Port Authority (The Port of Virginia) 34 Wheeling & Lake Erie Railway Company 34 APPENDIX C: PARTIES SEEKING RELIEF 36 U.S. Department of Transportation 36 American Chemistry Council 37 Cargill 37 Cemex 40 DaimlerChrysler 41 Delaware Valley Regional Planning Commission 41 Four City Consortium 42 GROWMARK 43 Lackawanna Coalition 45 Morristown & Erie Railway 47 New Jersey Department of Transportation 48 North Jersey Transportation Planning Authority 51 N...
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DECIDED. February 1, 2017. By the Board, Xxxxxx X. Xxxxxxxx, Director, Office of Proceedings. Xxxxxxx Xxxxxx, Clearance Clerk. [FR Doc. 2017–02427 Filed 2–3–17; 8:45 am] BILLING CODE 4915–01–P be sent by fax to (571) 465–4326 or by electronic mail to xxxxxxx@xxx.xxxxx.xxx. You may personally inspect and photocopy comments at the OCC, 000 0xx Xxxxxx XX., Xxxxxxxxxx, XX 00000. For security reasons, the OCC requires that visitors make an appointment to inspect comments. You may do so by calling (202) 649–6700 or, for persons who are deaf or hard of hearing, TTY, (202) 649–5597. Upon arrival, visitors will be required to present valid government-issued photo identification and submit to security screening in order to inspect and photocopy comments. All comments received, including attachments and other supporting materials, are part of the public record not require an environmental review. By issuance of this notice, the Board and subject to public disclosure. Do not include any information in your is instituting an exemption proceeding pursuant to 49 U.S.C. 10502(b). A final decision will be issued by May 5, 2017. Any offer of financial assistance (OFA) under 49 CFR 1152.27(b)(2) to subsidize continued rail service will be due no later than May 15, 2017, or 10 days after service of a decision granting the petition for exemption, whichever occurs first. Each OFA must be accompanied by a $1,700 filing fee. See Regulations Governing Fees for Servs. Performed in Connection with Licensing DEPARTMENT OF THE TREASURY Office of the Comptroller of the Currency Agency Information Collection Activities: Information Collection Renewal; Submission for OMB Review; Fair Credit Reporting: Affiliate Marketing AGENCY: Office of the Comptroller of the Currency (OCC), Treasury. ACTION: Notice and request for comment. comment or supporting materials that you consider confidential or inappropriate for public disclosure. Additionally, please send a copy of your comments by mail to: OCC Desk Officer, 1557–0230, U.S. Office of Management and Budget, 000 00xx Xxxxxx XX., #00000, Xxxxxxxxxx, XX 00000 or by email to: oira submission@ xxx.xxx.xxx.
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Related to DECIDED

  • Arbitration Decision The arbitrator’s decision will be final and binding. The arbitrator shall issue a written arbitration decision revealing the essential findings and conclusions upon which the decision and/or award is based. A party’s right to appeal the decision is limited to grounds provided under applicable federal or state law.

  • Arbitrators 1 Except in respect of a Tribunal established under Article 32 (Consolidation), and unless the disputing parties agree otherwise, the Tribunal shall comprise three arbitrators, one arbitrator appointed by each of the disputing parties and the third, who shall be the presiding arbitrator, appointed by agreement of the disputing parties.

  • Arbitrator’s Decision 27.3.3.1 The arbitrator's decision and award shall be in writing and shall state concisely the reasons for the award, including the arbitrator's findings of fact and conclusions of law.

  • Arbitrator The arbitration will be conducted by one arbitrator skilled in the arbitration of executive employment matters. The parties to the arbitration will jointly appoint the arbitrator within 30 days after initiation of the arbitration. If the parties fail to appoint an arbitrator as provided above, an arbitrator with substantial experience in executive employment matters will be appointed by the AAA as provided in the Arbitration Rules. The Corporation will pay all of the fees, if any, and expenses of the arbitrator and the arbitration, unless otherwise determined by the arbitrator. Each party to the arbitration will be responsible for his/its respective attorneys fees or other costs of representation.

  • Arbitration; Other Disputes In the event of any dispute or controversy arising under or in connection with this Agreement, the parties shall first promptly try in good faith to settle such dispute or controversy by mediation under the applicable rules of the American Arbitration Association before resorting to arbitration. In the event such dispute or controversy remains unresolved in whole or in part for a period of thirty (30) days after it arises, the parties will settle any remaining dispute or controversy exclusively by arbitration in Boston, Massachusetts, in accordance with the rules of the American Arbitration Association then in effect. Judgment may be entered on the arbitrator’s award in any court having jurisdiction. Notwithstanding the above, the Company shall be entitled to seek a restraining order or injunction in any court of competent jurisdiction to prevent any continuation of any violation of Paragraph 4 or 5 hereof.

  • Arbitration Proceedings Arbitration between the parties will be subject to the following:

  • Mediation In the event of any dispute arising under or in connection with this Agreement, before either party may initiate arbitration pursuant to Section 5.2 below, ICANN and Registry Operator must attempt to resolve the dispute through mediation in accordance with the following terms and conditions:

  • Arbitration Disputes arising under or in connection with this Agreement that are not resolved pursuant to Section 5.1, including requests for specific performance, will be resolved through binding arbitration conducted pursuant to the rules of the International Court of Arbitration of the International Chamber of Commerce. The arbitration will be conducted in the English language and will occur in Los Angeles County, California. Any arbitration will be in front of a single arbitrator, unless (i) ICANN is seeking punitive or exemplary damages, or operational sanctions, (ii) the parties agree in writing to a greater number of arbitrators, or (iii) the dispute arises under Section 7.6 or 7.7. In the case of clauses (i), (ii) or (iii) in the preceding sentence, the arbitration will be in front of three arbitrators with each party selecting one arbitrator and the two selected arbitrators selecting the third arbitrator. In order to expedite the arbitration and limit its cost, the arbitrator(s) shall establish page limits for the parties’ filings in conjunction with the arbitration, and should the arbitrator(s) determine that a hearing is necessary, the hearing shall be limited to one (1) calendar day, provided that in any arbitration in which ICANN is seeking punitive or exemplary damages, or operational sanctions, the hearing may be extended for one (1) additional calendar day if agreed upon by the parties or ordered by the arbitrator(s) based on the arbitrator(s) independent determination or the reasonable request of one of the parties thereto. The prevailing party in the arbitration will have the right to recover its costs and reasonable attorneys’ fees, which the arbitrator(s) shall include in the awards. In the event the arbitrators determine that Registry Operator has been repeatedly and willfully in fundamental and material breach of its obligations set forth in Article 2, Article 6 or Section 5.4 of this Agreement, ICANN may request the arbitrators award punitive or exemplary damages, or operational sanctions (including without limitation an order temporarily restricting Registry Operator’s right to sell new registrations). Each party shall treat information received from the other party pursuant to the arbitration that is appropriately marked as confidential (as required by Section 7.15) as Confidential Information of such other party in accordance with Section 7.15. In any litigation involving ICANN concerning this Agreement, jurisdiction and exclusive venue for such litigation will be in a court located in Los Angeles County, California; however, the parties will also have the right to enforce a judgment of such a court in any court of competent jurisdiction.

  • Adjudication or Arbitration (a) In the event of any dispute between Indemnitee and the Company hereunder as to entitlement to indemnification or advancement of Expenses (including where (i) a determination is made pursuant to Section 5.02 of this Agreement that Indemnitee is not entitled to indemnification under this Agreement, (ii) advancement of Expenses is not timely made pursuant to Section 4.01 of this Agreement, (iii) payment of indemnification pursuant to Section 3.01 of this Agreement is not made within ten (10) business days after a determination has been made that Indemnitee is entitled to indemnification, (iv) no determination as to entitlement to indemnification is timely made pursuant to Section 5.02 of this Agreement and no payment of indemnification is made within ten (10) business days after entitlement is deemed to have been determined pursuant to Section 5.03(b)) or (v) a contribution payment is not made in a timely manner pursuant to Section 8.04 of this Agreement, then Indemnitee shall be entitled to an adjudication by a court of his or her entitlement to such indemnification, contribution or advancement. Alternatively, in such case, Indemnitee, at his or her option, may seek an award in arbitration to be conducted by the Hong Kong International Arbitration Centre. The Company shall not oppose Indemnitee’s right to seek any such adjudication or award in arbitration.

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