Florida Business Corporation Act. Neither Parent nor Merger Sub, nor any affiliate or associate of either of the foregoing, is, nor at any time during the last four years has been, an “interested shareholder” of the Company as defined in Section 607.0901 of the FBCA. As of the date of this Agreement, none of Parent, its Subsidiaries, affiliates or associates beneficially own (as such term is used in Rule 13d-3 promulgated under the Exchange Act) any shares of Company Common Stock or other securities of the Company or any options, warrants or other rights to acquire Company Common Stock or other securities of, or any other economic interest (through derivative securities or otherwise) in, the Company.
Florida Business Corporation Act. Lumen will call a special meeting of its stockholders (the "Special Lumen Meeting") as soon as reasonably practicable in order that the stockholders may consider and vote upon the adoption of this Agreement and the approval of the Merger in accordance with the Florida Business Corporation Act.
Florida Business Corporation Act. ISSI shall take all action, to the extent necessary in accordance with applicable law, its Articles of Incorporation and By-laws, to (a) convene a special meeting of its stockholders, as soon as reasonably practicable in order that such stockholders may consider and vote on the adoption of this Agreement and the approval of the Merger in accordance with the Florida Act, or (b) cause a written consent to be executed by holders of a majority of the outstanding ISSI Common Stock to adopt this Agreement and approve the Merger in accordance with the Florida Act.
Florida Business Corporation Act. On or before the Execution Date, the Company and the Fund shall have obtained its shareholders’ adoption of this Agreement and approval of the Merger in accordance with the Corporation Act. If such adoption and approval was obtained under a written action of the shareholders other than by unanimous consent of the shareholders entitled to vote in compliance with Florida Statutes §607.0704, then the Company and/or the Fund, as applicable, will mail a disclosure containing the Plan of Merger and a copy of Florida Statutes §§607.1301, 607.1302 and 607.1320 to the Stockholders within ten (10) days of the date of adoption and approval. Such disclosure shall contain notice of the vote and recommendation of the board of directors and the vote of the shareholders of the Company and the Fund in favor of the adoption of this Agreement and the approval of the Merger.
