The Surviving Company. 1. The Articles of Incorporation of the Surviving Company shall not change as a result of the Merger.
The Surviving Company. Section 3.01. The Memorandum of Association and Articles of Association 17 Section 3.02. Directors and Officers 17 ARTICLE 4
The Surviving Company. 3.1. The surviving company (as defined in the Companies Act) is the Surviving Company.
The Surviving Company. Pursuant to the Charter of Incorporation and Bylaws of the Surviving Company, Renasant Bank is a banking association organized and existing under the laws of the State of Mississippi. Renasant Corporation is the sole shareholder of the Surviving Company owning 772,822 shares of common stock, $5.00 par value per share, of the Surviving Company.
The Surviving Company. Following the Effective Time:
The Surviving Company. The Persons listed on Exhibit 1.8(a)-1, constituting all of the directors and officers of Parent and Merger Sub as of immediately prior to the Closing shall resign from all of their positions and offices effective as of the Effective Time, and at and after the Effective Time, those Persons listed on Exhibit 1.8(a)-2 shall initially serve in those positions and offices of the Surviving Corporation and in such capacities as set forth next to their respective names.
The Surviving Company. (a) At the Effective Time: (a) the certificate of incorporation of the Company shall be amended and restated in its entirety in accordance with Exhibit A to the Certificate of Merger; (b) the by-laws of Merger Sub as in effect immediately prior to the Effective Time shall be the by-laws of the Surviving Company until thereafter amended in accordance with the terms thereof, the certificate of incorporation of the Surviving Company, or as provided by applicable Law.
The Surviving Company. At the Effective Time, by virtue of the Merger, the certificate of formation and the limited liability company agreement of Merger Sub, each as in effect immediately prior to the Effective Time, shall be the certificate of formation and the limited liability company agreement of Surviving Company, respectively, until in each case, amended in accordance with Applicable Law, except that the name of the Surviving Company shall be Hargray Acquisition Holdings, LLC.
The Surviving Company. (a) At the Merger Time, the articles of incorporation of the Surviving Company will continue to be (or will be amended so that they are) substantially the same as the articles of incorporation of Newco in effect at the Merger Time.
The Surviving Company
