Effective Date Obligations. On the Effective Date and to the extent that the same has not already occurred pursuant to the Acquisition and Scheme, Ingredion must procure that a Board meeting of the Company is held at which: (a) the B Shares to be allotted pursuant to the Scheme are allotted and issued to the Minority Investors, credited, in each case, as fully paid up, and share certificates are authorised to be issued for such shares; (b) the Minority Investors are entered into the register of members of the Company; (c) such number of A Shares are allotted to Ingredion as is equal to the total of 261,643,939 A Shares plus such number of further A Shares as is equal to the number of ordinary shares in PureCircle acquired by the Company pursuant to the Cash Offer minus 100 shares, credited, in each case, as fully paid up, and share certificates are authorised to be issued for such shares; (d) ▇▇▇▇▇▇▇ O'▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇▇ are appointed Directors as the initial appointees of Ingredion under clause 5.1; (e) Tan Sri ▇▇▇ ▇▇▇▇ is appointed a Director as the initial appointee of the Minority Investors under clause 5.2; (f) the First Business Plan is adopted; and (g) all necessary approvals and directions are given to effect the Bidco Equity Injection and the PureCircle Equity injection in the manner described in the Announcement.
Appears in 1 contract
Sources: Shareholders' Agreement
Effective Date Obligations. On the Effective Date and to the extent that the same has not already occurred pursuant to the Acquisition and Scheme, Ingredion must procure that a Board meeting of the Company is held at which:
(a) the B Shares to be allotted pursuant to the Scheme are allotted and issued to the Minority Investors, credited, in each case, as fully paid up, and share certificates are authorised to be issued for such shares;
(b) the Minority Investors are entered into the register of members of the Company;
(c) such number of A Shares are allotted to Ingredion as is equal to the total of 261,643,939 A Shares plus such number of further A Shares as is equal to the number of ordinary shares in PureCircle acquired by the Company pursuant to the Cash Offer minus 100 shares, credited, in each case, as fully paid up, and share certificates are authorised to be issued for such shares;
(d) ▇▇▇▇▇▇▇ O'▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇▇ are appointed Directors as the initial appointees of Ingredion under clause 5.1;
(e) Tan Sri ▇▇▇ ▇▇▇ ▇▇▇ ▇▇▇▇ is appointed a Director as the initial appointee of the Minority Investors under clause 5.2;
(f) the First Business Plan is adopted; and
(g) all necessary approvals and directions are given to effect the Bidco Equity Injection and the PureCircle Equity injection in the manner described in the Announcement.
Appears in 1 contract
Sources: Shareholders' Agreement