Shareholder Approval Clause Samples

The Shareholder Approval clause requires that certain actions or decisions by a company receive formal consent from its shareholders before proceeding. Typically, this applies to significant matters such as mergers, acquisitions, amendments to corporate bylaws, or the issuance of new shares, where a vote is held and a specified majority must agree. By mandating shareholder involvement in key decisions, this clause ensures that major changes reflect the collective interests of the owners and helps prevent unilateral actions by management that could adversely affect shareholders.
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Shareholder Approval. This Agreement and the Merger shall have been approved and adopted by the requisite vote of the shareholders of the Company.
Shareholder Approval. The Company Requisite Vote shall have been obtained.
Shareholder Approval. If required by applicable Law, this Agreement shall have been duly adopted by the Required Company Shareholder Vote.
Shareholder Approval. The Company Shareholder Approval shall have been obtained.
Shareholder Approval. This Agreement will have been approved by the affirmative vote of the holders of the majority of the voting power of all Selling Fund shares entitled to vote.
Shareholder Approval. If it is required in order to permit the conversion of the Notes or the exercise of the Warrants (or any other securities that may be issued under or in connection with the Transaction Documents or the transactions contemplated hereby and thereby) issued pursuant to this Agreement into shares of Common Stock in accordance with applicable listing rules or any shareholder approval requirement of the Company’s principal Trading Market (the “Shareholder Approval”), the Company shall (i) hold a special meeting of shareholders (which may also be at the annual meeting of shareholders) as soon as reasonably practicable for the purpose of obtaining Shareholder Approval, with the recommendation of the Company’s Board of Directors that such proposal be approved, and the Company shall solicit proxies from its shareholders in connection therewith in the same manner as all other management proposals in such proxy statement and all management-appointed proxyholders shall vote their proxies in favor of such proposal and (ii) file a definitive proxy statement (the “Proxy Statement”) in connection with the foregoing as soon as reasonably practicable; provided however, that the obligations of the Company under clauses (i) and (ii) are subject to the Commission’s review of the Proxy Statement and the Company shall not be deemed to be in violation of this Section 4.17 if it responds to the Commission’s comments on the Proxy Statement, if any, in a timely manner. If the Company does not obtain Shareholder Approval at the first special meeting, the Company shall call a meeting every three months thereafter to seek Shareholder Approval until the earlier of the date Shareholder Approval is obtained or the Notes and the Warrants are no longer outstanding.
Shareholder Approval. (1) The Borrower shall use its best efforts to obtain as soon as possible but in no event later than 90 days following the date of the Loan Agreement or 120 days in the event the proxy materials shall be reviewed by the Commission, shareholder approval of the issuance of the Underlying Shares (the "SHAREHOLDER PROPOSAL"), which approval shall meet the requirements of Nasdaq's Rule 4350(i) of Nasdaq set forth in the NASD Manual (the "SHAREHOLDER APPROVAL DATE"). (2) As soon as practicable following the date of the Loan Agreement, but in no event more than 30 days following the date of the Loan Agreement, the Borrower shall prepare and file with the Commission proxy materials calling a special meeting (the "SPECIAL MEETING") of its shareholders seeking approval of the Shareholder Proposal. The Borrower shall use its reasonable best efforts to cause such proxy materials to reach the "no further comment" stage as soon as possible (the "CLEARANCE DATE") and to hold the Special Meeting as soon as possible following the Clearance Date, but in no event later than 45 days following the Clearance Date. (3) The Board of Directors shall recommend approval thereof by the Borrower's shareholders. The Borrower shall mail and distribute its proxy materials for the Special Meeting to its shareholders at least 30 days prior to the date of the Special Meeting and shall actively solicit proxies to vote for the Shareholder Proposal. The Borrower shall provide the Lenders an opportunity to review and comment on such proxy materials by providing (which may be by e-mail) copies of such proxy materials and any revised preliminary proxy materials to the Lenders at least three (3) days prior to their filing with the Commission. The Borrower shall provide the Lenders (which may be by e-mail) copies of all correspondence from or to the Commission or its staff concerning the proxy materials for the Special Meeting promptly after the same is sent or received by the Borrower and summaries of any comments of the Commission's staff which the Borrower receives orally promptly after receiving such oral comments. The Borrower shall (i) furnish to the Lenders and their counsel (which may be by e-mail) a copy of its definitive proxy materials for the Special Meeting and any amendments or supplements thereto promptly after the same are first used, mailed to shareholders or filed with the Commission, (ii) inform the Lenders of the progress of solicitation of proxies for such meeting and (iii) inf...
Shareholder Approval. (a) As soon as reasonably practicable following the date hereof, CFC shall take all action necessary in accordance with the Securities Exchange Act of 1934 (the Exchange Act ), the laws of the Commonwealth of Pennsylvania and its Articles of Incorporation and Bylaws to call and give notice of a meeting (the "Meeting") of its shareholders to consider and vote upon those items contemplated under this Agreement which require Shareholder Approval (the Sale of Assets ) and for such other purposes as may be necessary or desirable. The Board of Directors of CFC has unanimously determined that the Sale of Assets is advisable and in the best interests of the shareholders of CFC and, subject to their fiduciary duties as advised by counsel, shall recommend without qualification of any nature that CFC s shareholders vote to approve the Sale of Assets and any other matters to be submitted to CFC s shareholders in connection therewith. The Board of Directors of CFC shall use commercially reasonable efforts to solicit and secure from shareholders of CFC such approval, subject to their fiduciary duties as advised by counsel, which efforts shall include causing CFC to solicit shareholder proxies therefor and advising LOTS promptly upon its request from time to time as to the status of the shareholder vote then tabulated. (b) CFC shall prepare and file with the SEC under the Exchange Act and the rules and regulations promulgated by the SEC thereunder within 30 days following the date hereof, a preliminary draft of the Proxy Statement. LOTS shall cooperate with CFC in the preparation and filing of the Proxy Statement and any amendments and supplements thereto. CFC will use commercially reasonable efforts to have any review of the Proxy Statement conducted by the SEC promptly. As soon as reasonably practicable following completion of any review by, or in the absence of such review, the termination of any applicable waiting period of, the SEC, CFC shall cause to be mailed a definitive Proxy Statement to its shareholders entitled to vote on the Sale of Assets. (c) In the event Shareholder Approval is not received for any reason, the Parties shall agree to the transfer of (i) the New Credit Business in accordance with the provisions set forth in Article II hereof, (ii) the Fee Income Business in accordance with the provisions set forth in Article III hereof, and (iii) the Administrative Services and personnel in accordance with the provisions set forth in Article IV hereof, whic...
Shareholder Approval. This Agreement, the Plan of Merger and the Transactions shall have been authorized and approved by holders of Shares constituting the Requisite Company Vote at the Shareholders’ Meeting in accordance with the CICL and the Company’s memorandum and articles of association.
Shareholder Approval. This Agreement shall have been duly approved by the requisite vote of the holders of outstanding shares of Company Common Stock.