Non-Voting Shares. Investor acknowledges and agrees that the Series B Non-Voting Preferred Stock shall have no voting rights except as required under law.
Non-Voting Shares. The Company shall authorize non-voting shares of its capital stock, with terms and conditions otherwise materially equivalent to the terms and conditions applicable to its Common Stock, as are required by the Company and the Investor in order to comply with the terms of this Agreement and the implicit rights of the Investor under this Agreement to acquire additional shares or to convert or exchange any portion of the Common Stock held by it to or for non-voting shares, by the issuance of non-voting shares under certain conditions if regulatory approval for the acquisition of additional voting shares or the continued holding of any portion of the Common Stock held by the Investor cannot be reasonably obtained. The Investor shall have the right, upon notice to the Company, to convert all or a portion of voting shares held by the Investor into an equivalent number of non-voting shares. Such non-voting shares shall be subject to such transfer restrictions as are necessary to cause such non-voting shares not to be treated as voting securities for purposes of the BHCA and 12 C.F.R. Part 225.
Non-Voting Shares. Within one (1) day of this Agreement, Seller shall inform Buyer as to the number of Shares to which it does not hold Redemption Rights and/or the rights to vote the Shares at the Meeting or upon any action by written consent (any such Share, a “Non-Voting Share”) as a result of such Shares being lent by Seller’s broker to a third party prior to the execution of this Agreement, if any. Further, Seller provide written evidence from Seller’s broker of such Non-Voting Shares and shall return, within two (2) business days, without demand or any other action on the part of Buyer, the Option Price with respect to such Non-Voting Shares.
Non-Voting Shares. The Company shall authorize non-voting shares of its capital stock (including shares of Non-Voting Common Stock), with terms and conditions otherwise materially equivalent to the terms and conditions applicable to its Voting Common Stock, as are required by the Company and the Investor in order to comply with the terms of this Agreement and the implicit rights of the Investor under this Agreement to convert or exchange any portion of the Voting Common Stock held by it to or for non-voting shares, by the issuance of nonvoting shares under certain conditions if regulatory approval for the acquisition of additional voting shares or the continued holding of any portion of the Voting Common Stock held by the Investor cannot be reasonably obtained. The Investor shall have the right, upon notice to the Company, to convert all or a portion of voting shares held by the Investor into an equivalent number of non-voting shares (which non-voting shares shall not be convertible into or exchangible for Voting Securities). Any such non-voting shares will be subject to certain transfer restrictions, and shall not be transferred or disposed of by the Investor or any of its Affiliates except as follows: (A) in a widely distributed public offering that is registered under the Securities Act; (B) to a person that is acquiring a majority of the Company’s voting securities; or (C) to a person who shall not, after giving effect to such transfer, own more than 2% of any class of voting securities of the Company.
Non-Voting Shares. Erie aggress that he will not vote his 1,800,000 shares of CDS common stock provided, however, if Erie sells any of his shares in a bona fide third party transaction, the shares may thereafter be voted by the bona fide purchaser.
Non-Voting Shares. 1. The Company may issue non-voting shares in a nominal amount not to exceed half of the paid- up share capital.
Non-Voting Shares. In connection with any conversion of Associated Debt hereunder, if the Conversion Shares issuable to any recipient thereof designated by the Conversion Right Holder would exceed 4.99% of the then-total issued and outstanding shares of Common Stock (determined on an as-converted-to- Common-Stock basis), then the Issuer shall, if so requested in writing by the Conversion Right Holder, issue the Conversion Shares in excess of such 4.99% in the form of Non-Voting Common Stock.
Non-Voting Shares. If the record date announced for the purposes of voting at the Meeting precedes the settlement of the Shares, Seller shall, within one (1) day of such announcement of the record date, inform Buyer as to the number of Shares to which it does not hold Redemption Rights and/or the rights to vote the Shares at the Meeting or upon any action by written consent (any such Share, a “Non-Voting Share”). Further, shall return, within two (2) business days of such notice in accordance with this Section 7, without demand or any other action on the part of Buyer, one-half (1/2) of the Option Price with respect to such Non-Voting Shares.
Non-Voting Shares. Prior to the Closing Date, Lxxxxx, Xxxxxx J. Xxxxxxxx, in his capacity as trustee of the Gxxxxxxxx GLG Trust, G&S Trustees Limited, in its capacity as trustee of the Lagrange GLG Trust, and Jxxxxxx X. Xxxxxx, in his capacity as trustee of the Roman GLG Trust, shall use all reasonable efforts to cause GHL, GPSL, GPCL and GPAM to redeem or repurchase all of the shares of each class of non-voting stock in each such entity at a purchase price equal to the par value thereof.
Non-Voting Shares. In connection with any conversion of Associated Debt (and/or exercise of a Purchase Right) hereunder, if the Conversion Shares issuable to any recipient thereof designated by the Conversion Right Holder would exceed 4.99% of the Issuer’s then-total issued and outstanding shares of common stock (determined on an as-converted-to-common-stock basis), then the Issuer shall, if so requested in writing by the Conversion Right Holder, issue the Conversion Shares in excess of such 4.99% in the form of a non-voting class or series of common stock having the same relative rights, powers, preferences and privileges under the Issuer’s then-effective certificate or articles of incorporation or other charter documents as the Issuer’s voting common stock except with respect to voting rights.
