SHELF OPCO Clause Samples

The 'SHELF OPCO' clause typically defines the use or involvement of a shelf company as the operating company (OpCo) in a transaction or agreement. In practice, this clause clarifies that a pre-formed, inactive company—commonly referred to as a shelf company—will be activated and used as the main entity to conduct business operations, hold assets, or enter into contracts. This arrangement is often used to expedite transactions, as shelf companies already exist and can be quickly utilized, thereby saving time on incorporation and regulatory approvals. The core function of this clause is to ensure clarity regarding the identity and status of the operating company, and to facilitate efficient deal execution by leveraging an existing legal entity.
SHELF OPCO. BERMUDA LIMITED, a Bermuda exempted company incorporated in Bermuda (registered number 202201144), whose registered office is at Clarendon House, ▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇ ▇▇, Bermuda (“Coverholder”).