Exempted Company Sample Clauses

Exempted Company. If the Company is registered as exempted, its operations will be carried on subject to the provisions of Section 193 of the Companies Law (Revised) and, subject to the provisions of the Companies Law (Revised) and the Articles of Association, it shall have the power to register by way of continuation as a body corporate limited by shares under the laws of any jurisdiction outside the Cayman Islands and to be deregistered in the Cayman Islands. Exhibit A Register of Members REGISTER OF MEMBERS [NEWCO] LIMITED ORDINARY SHARES NAME OF MEMBER ADDRESS DATE OF ENTRY AS MEMBER CERTIFICATES ISSUED FROM WHOM SHARES WERE TRANSFERRED AMOUNT PAID THEREON DATE OF TRANSFER OF SHARES TO WHOM SHARES TRANSFERRED CERTIFICATES SURRENDERED CERT NOS NO SHARES CERT NOS NO SHARES [local Cayman counsel to update information, as applicable] REGISTER OF MEMBERS [NEWCO] LIMITED SERIES A PREFERRED SHARES NAME OF MEMBER ADDRESS DATE OF ENTRY AS MEMBER CERTIFICATES ISSUED FROM WHOM SHARES WERE TRANSFERRED AMOUNT PAID THEREON DATE OF TRANSFER OF SHARES TO WHOM SHARES TRANSFERRED CERTIFICATES SURRENDERED CERT NOS NO SHARES CERT NOS NO SHARES [local Cayman counsel to update information, as applicable, following Initial Closing] AMENDED AND RESTATED APRIL 28, 2006 THE COMPANIES LAW (REVISED) OF THE CAYMAN ISLANDS COMPANY LIMITED BY SHARES FIRST AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF XXXXX SOLAR ENERGY HOLDING LIMITED CO.
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Exempted Company. We are an exempted company with limited liability under the Companies Law. The Companies Law distinguishes between ordinary resident companies and exempted companies. Any company that is registered in the Cayman Islands but conducts business mainly outside of the Cayman Islands may apply to be registered as an exempted company. The requirements for an exempted company are essentially the same as for an ordinary company except that an exempted company: • does not have to file an annual return of its shareholders with the Registrar of Companies; • is not required to open its register of members for inspection; • does not have to hold an annual general meeting; • may issue negotiable or bearer shares or shares with no par value; • may obtain an undertaking against the imposition of any future taxation (such undertakings are usually given for 20 years in the first instance); • may register by way of continuation in another jurisdiction and be deregistered in the Cayman Islands; • may register as a limited duration company; and • may register as a segregated portfolio company. □Limited liability□ means that the liability of each shareholder is limited to the amount unpaid by the shareholder on the shares of the company (except in exceptional circumstances, such as involving fraud, the establishment of an agency relationship or an illegal or improper purpose or other circumstances in which a court may be prepared to xxxxxx or lift the corporate veil).
Exempted Company. The Company will not trade in the Cayman Islands with any person, firm or corporation except in furtherance of the business of the Company carried on outside the Cayman Islands; provided that nothing in this section shall be construed as to prevent the Company effecting and concluding contracts in the Cayman Islands, and exercising in the Cayman Islands all of its powers necessary for the carrying on of its business outside the Cayman Islands.
Exempted Company. The Company will not trade in the Cayman Islands with any person, firm or corporation except in furtherance of the business of the Company carried on outside the Cayman Islands; provided that nothing in this section shall be construed as to prevent the Company effecting and concluding contracts in the Cayman Islands, and exercising in the Cayman Islands all of its powers necessary for the carrying on of its business outside the Cayman Islands. THE COMPANIES ACT (REVISED) OF THE CAYMAN ISLANDS AMENDED AND RESTATED ARTICLES OF ASSOCIATION OF SA VENICE I An Exempted Company Limited By Shares (Adopted by Special Resolution passed on [•] 2022)

Related to Exempted Company

  • Employees exempted This clause shall not apply where the employment is terminated as a consequence of conduct that justifies instant dismissal including inefficiency within the first fourteen days, neglect of duty or misconduct, and in the case of casual employees, or employees engaged for a specific period of time or for a specific task or tasks.

  • Affiliated Company Affiliated Company" of any Person means any entity that controls, is controlled by, or is under common control with such Person. As used herein, "control" means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of such entity, whether through ownership of voting securities or other interests, by contract or otherwise.

  • Associated Enterprises (a) an enterprise of a Contracting State participates directly or indirectly in the management, control or capital of an enterprise of the other Contracting State, or

  • Affiliated Entities As used in this Agreement, "Company" shall include the Company and each corporation, limited liability company, partnership, or other entity that is controlled by the Company, or is under common control with the Company (in each case "control" meaning the direct or indirect ownership of 50% or more of all outstanding equity interests), provided, however, that the Executive's title need not be identical for each of the affiliated entities nor the same as that for the Company.

  • Employees; Employee Benefit Plans (a) Parent shall, or shall cause the Surviving Company and its Subsidiaries to, (i) give those employees who are, as of the Effective Time, employed by the Company and its Subsidiaries (the “Continuing Employees”) full credit for purposes of eligibility, vesting and benefit accruals under any employee benefit plans or arrangements maintained by Parent, the Surviving Company or any Subsidiary of Parent or the Surviving Company (collectively, the “Parent Plans”) for such Continuing Employees’ service with the Company or any of its Subsidiaries (or any predecessor entity) to the same extent recognized by the Company and its Subsidiaries; (ii) waive all limitations as to preexisting conditions, exclusions and waiting periods with respect to participation and coverage requirements applicable to the Continuing Employees under any Parent Plan that is a welfare benefit plan that such employees may be eligible to participate in after the Effective Time; (iii) provide credit under any such welfare plan for any co-payments, deductibles and out-of-pocket expenditures for the remainder of the coverage period during which any transfer of coverage occurs; provided, however, that no such service shall be recognized to the extent such recognition would result in the duplication of benefits; and (iv) honor in accordance with their terms all employee benefit plans or arrangements maintained by the Company immediately prior to the Effective Time.

  • Prohibited Conduct In providing the services described in this agreement, the Sub-Advisor will not consult with any other investment advisory firm that provides investment advisory services to any investment company sponsored by Principal Life Insurance Company regarding transactions for the Fund in securities or other assets.

  • Investment Company; Public Utility Holding Company Neither the Company nor any Subsidiary is an "investment company" or a company "controlled" by an "investment company" within the meaning of the Investment Company Act of 1940, as amended, or a "public utility holding company" within the meaning of the Public Utility Holding Company Act of 1935, as amended.

  • Ownership by Limited Partner of Corporate General Partner or Affiliate No Limited Partner shall at any time, either directly or indirectly, own any stock or other interest in the General Partner or in any Affiliate thereof, if such ownership by itself or in conjunction with other stock or other interests owned by other Limited Partners would, in the opinion of counsel for the Partnership, jeopardize the classification of the Partnership as a partnership for federal tax purposes. The General Partner shall be entitled to make such reasonable inquiry of the Limited Partners as is required to establish compliance by the Limited Partners with the provisions of this Section.

  • Insiders’ NASD Affiliation Based on questionnaires distributed to such persons, except as set forth on Schedule 2.18.4, no officer, director or any beneficial owner of the Company's unregistered securities has any direct or indirect affiliation or association with any NASD member. The Company will advise the Representative and its counsel if it learns that any officer, director or owner of at least 5% of the Company's outstanding Common Stock is or becomes an affiliate or associated person of an NASD member participating in the offering.

  • Employee Benefit Plan Any employee benefit plan within the meaning of Section 3(3) of ERISA maintained or contributed to by REIT or any ERISA Affiliate, other than a Multiemployer Plan.