Extraordinary General Meetings. 21.1 General meetings other than annual general meetings shall be called extraordinary general meetings.
Extraordinary General Meetings. 1. The following matters fall within the remit of the Extraordinary General Meeting: - any amendments of these Articles of Association for which the approval by an Extraordinary General Meeting is required by law, including but not limited to, and subject to the provisions of these Articles of Association, the following: . an increase or reduction of the Company's share capital, . a change in the terms and conditions of share transfers, . a change in the composition of Ordinary General Meetings or in the shareholders' voting rights at Ordinary or Extraordinary General Meetings, . a change in the object, term or registered office of the Company, subject to the powers granted to the Managing Partners to transfer the Company’s registered office pursuant to article 4, . the conversion of the Company into a different type of company, such as a French joint-stock corporation (société anonyme) or limited liability company (société à responsabilité limitée); - the winding up of the Company; - the merger of the Company with another company; - and all other matters within the remit of the Extraordinary General Meeting, in accordance with the law.
Extraordinary General Meetings. All General Meetings other than the Annual General Meetings shall be called “Extraordinary General Meetings”. The Board of Directors may, whenever it thinks fit, convene an Extraordinary General Meeting at such time and place, within or without the State of Israel, as may be determined by the Board of Directors, and shall be obliged to do so upon a requisition in writing in accordance with Section 63 of the Companies Law.
Extraordinary General Meetings. 9.1. The Secretary shall convene an EGM within 45 days of receipt by him of a direction by the Committee or of a requisition signed by at least one quarter of the total membership of the association.
Extraordinary General Meetings. The Directors may call an Extraordinary General Meeting whenever they think fit, and Extraordinary General Meetings shall also be convened on such requisition, or in default may be convened by such requisitionists, as provided by the Act. If at any time there are not within Singapore sufficient Directors capable of acting to form a quorum at a meeting of Directors, any Director may convene an Extraordinary General Meeting in the same manner as nearly as possible as that in which meetings may be convened by the Directors.
Extraordinary General Meetings. The Company shall hold its extraordinary general Parties meetings in accordance with the provisions set forth in the Articles of Association.
Extraordinary General Meetings. 22.1. The General Partner may convene extraordinary General Meetings (in addition to the annual General Meeting), notably to resolve on any matters listed in the Issuance Documentation as requiring the authorisation of the extraordinary General Meeting, which include the following:
Extraordinary General Meetings. An extraordinary general meeting of shareholders shall be convened by notice issued by the President Director or the Board of Directors:
Extraordinary General Meetings. Purchaser shall on the Closing Date cause extraordinary general meetings of the shareholders of the Group Companies to be held in order to elect new Boards of Directors.
Extraordinary General Meetings. Each of Novozymes and Chr. Xxxxxx will separately convene an extraordinary general meeting to resolve upon the proposed Merger. The extraordinary general meetings are expected to be held in H1 of calendar year 2023. Final decisions regarding the Merger will be made by a qualified majority (2/3 of the cast votes and shares represented at the meeting) at the respective extraordinary general meetings of the two companies. The companies will publish notices to their respective extraordinary general meetings through separate stock exchange announcements, and additional information materials will be available for the companies’ shareholders well in time before the date of the meetings. EXEMPTION DOCUMENT Pursuant to the exemptions referred to in Article 1(4), point (g) and Article 1(5), point (f) of the Prospectus Regulation (EU) No 2017/1129, Novozymes is not required to publish a prospectus on the Merger and on the offering and admission to trading and official listing of the new Novozymes B-shares to be issued as Merger Consideration if Novozymes publishes an exemption document pursuant to the Commission Delegated Regulation (EU) 2021/528, which describes the Merger between Novozymes and Chr. Xxxxxx and its impact on Novozymes. The exemption document will be published before the respective extraordinary general meetings of Novozymes and Chr. Xxxxxx resolving on the Merger. VOTING COMMITMENTS 24 EPS refers to Earnings Per Share measured in EUR. 25 Based on Novozymes estimate. Novozymes' and Chr. Hansen's largest shareholder, Novo Holdings, holding approximately 25.5% of the total share capital and approximately 72.7% of the total number voting rights in Novozymes and approximately 22% of the total share capital and the total number of voting rights in Chr. Xxxxxx has undertaken (subject to certain conditions) to vote in favor of the Merger at the respective extraordinary general meetings resolving on the Merger. Each of the members of the Novozymes Board and the Chr. Xxxxxx Board and each of the members of the Novozymes Executive Leadership Team and Chr. Xxxxxx Corporate Leadership Team has undertaken to vote in favor of the Merger at the respective extraordinary general meetings resolving on the Merger on all the shares held on record by such persons in Novozymes and/or Chr. Xxxxxx (as applicable).
