Shareholders of the Company. The Company's shareholders own the Common Stock free and clear of all liens, restrictions and claims of any kind. Such shares are not subject to any voting trust agreement, proxy or other contract.
Shareholders of the Company. Schedule 4.17 accurately identifies the names and addresses of all of the shareholders who, to the Company's knowledge, beneficially own more than 5% of Company Common Stock and the number of shares of stock of the Company beneficially owned by each such shareholder and by each director and executive officer of the Company as of the date hereof.
Shareholders of the Company. Schedule 2.22 will be provided as of a date 30 days prior to the anticipated Effective Time and will to the best of the Company's knowledge accurately identify the names and addresses of all shareholders of the Company and the number of shares of Company Common Stock beneficially owned by each such shareholder. From that date until the Effective Time, the Company shall, upon request, provide Acquiror with updated lists of all of its shareholders, including the names, addresses and number of shares of Company Common Stock held by each shareholder.
Shareholders of the Company. SCHEDULE 3.5 sets forth, with respect to the Company, the name, address and federal taxpayer identification number of, and the number of outstanding shares of each class of its capital stock owned of record or beneficially by, each shareholder of the Company as of the close of business on the date of this Agreement. As of the date hereof, the Shareholders constitute all of the holders of all issued and outstanding shares of capital stock of the Company, and each of the Shareholders owns such shares free and clear of all Liens, restrictions and claims of any kind.
Shareholders of the Company. The Company Materials set forth, as of the dates referenced therein, the true and correct number of shares held by any person, entity or group known to the Company to be the beneficial holder of 5% or more of the outstanding Common Stock. There are no voting arrangements with respect to the shares of the Company except as described in the Company Materials.
Shareholders of the Company. Schedule 3.5 sets forth, with respect to the Company, (i) the name, address and federal taxpayer identification number of, and the number of outstanding shares of each class of its capital stock owned by each shareholder of record as of the close of business on the date of this Agreement; and (ii) the name, address and federal taxpayer identification number of, and number of shares of each class of its capital stock beneficially owned by, each beneficial owner of outstanding shares of capital stock (to the extent that record and beneficial ownership is different). The Shareholders are the holders of all issued and outstanding shares of capital stock of the Company and the Shareholders own such shares as set forth on Schedule 3.5, free and clear of all Liens, restrictions and claims of any kind, except as set forth on Schedule 3.5. Such shares are not subject to any voting trust agreement, proxy or other Contract.
Shareholders of the Company. Blue Cross owns (of record and beneficially) one hundred percent (100%) of the outstanding capital stock of CTC. CTC owns (of record and beneficially) one hundred percent (100%) of the outstanding capital stock of the Company.
Shareholders of the Company. SCHEDULE 3.5 sets forth, with respect to the Company, the name, address and the number of outstanding shares of each class of its capital stock owned of record and/or beneficially by, each shareholder of the Company as of the close of business on the date of this Agreement. As of the date hereof, the Shareholder constitutes the sole holder of all issued and outstanding shares of capital stock of the Company, and the Shareholder owns such shares free and clear of all Liens, restrictions and claims of any kind, and AESP shall receive good and marketable title to such shares at the Closing.
Shareholders of the Company. Except as set forth on Schedule 3.1(e), the Shareholder is the sole legal, record and beneficial owner of all Stock and the Shareholder owns such shares free and clear of all Liens, restrictions and claims of any kind. Such Stock is not subject to any voting trust agreement, proxy or other Contract. At or before Closing, the Shareholder will eliminate all exceptions described on Schedule 3.1(e) so as to own all of the Stock, and at Closing, the Shareholder will sell, convey and transfer to Purchaser good and marketable title to the Stock, free and clear of all Liens and encumbrances.
Shareholders of the Company. The Company and Xx. Xxxxx hereby represent and warrant to IP that immediately prior to the date of this Agreement, the following Persons were the only Shareholders of the Company, and held the stated number of Shares and percentage of the Company’s issued and outstanding Shares: Xx. Xxxxx, Mitsui, 24,700 shares or 49.01%; 25,700 shares or 50.99%. The Company and Xx. Xxxxx hereby represent and warrant that there are no outstanding stock appreciation rights or other rights to compensation, bonuses or other consideration based on or relating to the value of any capital stock of the Company, or any commitments for the same, except as disclosed in Exhibit A to this Agreement.
