VOLUNTARY LIQUIDATION Clause Samples

The Voluntary Liquidation clause outlines the process by which a company may choose to dissolve itself and wind up its affairs by the decision of its shareholders or members, rather than by court order. Typically, this involves a formal resolution passed by a requisite majority, after which the company ceases normal business operations except as necessary for the liquidation process, and a liquidator is appointed to settle debts and distribute remaining assets. This clause provides a structured and orderly method for ending the company's existence, ensuring that obligations are met and assets are fairly distributed, thereby protecting the interests of creditors and stakeholders.
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VOLUNTARY LIQUIDATION. Subject to provisions in the Memorandum, the Company may by Resolution of Shareholders appoint a voluntary liquidator.
VOLUNTARY LIQUIDATION or dissolution or the approval by the management, board of directors, stockholders, or owners of a Party of any plan or arrangement for the voluntary liquidation or dissolution of the Party;
VOLUNTARY LIQUIDATION. (a) If the Company shall be wound up, any liquidator must be approved by the majority in voting power of the Series A Preference Shares (voting together as a separate class on an as-converted basis). (b) If the Company shall be wound up, the assets available for distribution amongst the Shareholders shall be distributed in accordance with Section 2 of Schedule A to the Memorandum; provided that no Shareholder shall be compelled to accept any shares or other securities whereon there is any liability.
VOLUNTARY LIQUIDATION. 6.3.5.1. In the event that a resolution is passed for the voluntary liquidation of the Company, the Company will issue a written notice to this effect to all the Holders of Convertible Debentures in circulation at the time, that are registered in the Register of the relevant Series of Convertible Debentures, and will additionally publish a notice in this regard in two (2) widely distributed daily newspapers that are published in Israel in Hebrew. Every Holder of Convertible Debentures shall be entitled, at his choice, to be considered as having exercised the conversion right pertaining to the Debentures shortly before the resolution was passed, provided that he notifies the Company of his choice within three (3) months of the said notice by the Company. 6.3.5.2. In such case, the Holder of the Convertible Debentures shall be entitled to participate in the distribution of the excess assets of the Company upon liquidation (following the settlement of all its debts) between its shareholders, this in the amount that he would have received upon the liquidation of the Company had he been a shareholder in the Company shortly before the passing of the liquidation resolution by virtue of the conversion of the Convertible Debentures that are in his possession, with respect to which he had notified the Company as aforesaid, less the amount of interest that was paid for such Convertible Debentures on the date of the resolution or shortly thereafter (with the exception of interest that falls due prior to the date of the resolution, even if paid on the date of the resolution or thereafter); and the Holder of the Convertible debentures will not be entitled to any payment under the Debentures that falls due subsequent to the date of the resolution.
VOLUNTARY LIQUIDATION. [a] In the case a decision is made to voluntarily liquidate the Company, the Company will provide written notification to the (A Series) Bond Holders in currency at that time, and will also publish in two common daily Israeli newspapers in Hebrew. All (A Series) Bond Holders will be entitled to if so desired, to be considered as if he realized his right of conversion for this on the eve of the decision, this only if he informs the company concerning his wish within three months from the date of the notification. [b] In this case the (A Series) Bond Holders will be entitled to participate in the division of surplus possessions of the Company in liquidation (following the clearing of all its debts) between share holders and this to an amount the company’s liquidator would receive if he was a Share Holder in the Company on the eve of the making of the decision for liquidation as a result of the (A Series) Bonds in its possession, After deducting amount of interest paid for those (A Series) Bond on the date of decision or at a later date (with the exception of the interest whose date for payment is prior to the date of the decision, even if it was paid on the date of the decision or at a later date); and that the (A Series) Bond Holder was not entitled to any payment according to the A Series) Bond whose date for payment is later than the date of the decision.
VOLUNTARY LIQUIDATION. In the event Cedarwalk or any of its Subsidiaries proposes to wind up, liquidate or dissolve one or more of the Companies, Cedarwalk shall provide written notice thereof to Waldencast no later than ninety (90) days prior to the initiation of such winding up, liquidation or dissolution, and Waldencast shall have the right, exercisable within sixty (60) days of receipt of such notice, to purchase each such Company proposed to be wound up liquidated or dissolved at an amount equal to its net asset value as determined by an independent financial expert appointed by Waldencast; provided that if Waldencast offers to acquire any such Companies at its net asset value, Cedarwalk must sell such Company to Waldencast, and Waldencast shall be required to purchase such Company, for an amount equal to such Company’s net asset value.
VOLUNTARY LIQUIDATION. RHS may accept the Lender’s plan to use vol- untary liquidation when the plan clear- ly addresses the responsibilities of the parties, the Lender maintains over- sight of the progress of the sale, the property is listed for sale at a price in line with its market value (if there is not already a bona fide purchaser for the dwelling), and the expected cost to the Government is the same as or less than the cost of foreclosure.
VOLUNTARY LIQUIDATION. (a) In addition to the Seller's right to liquidate the Purchased Interests, in full or in part, pursuant to Section 2.01(c), the Seller may, upon at least ten (10) Business Days' prior written notice (each such notice, a "Voluntary Liquidation Notice") to the Program Agent and the Managing Agents, commence a period during which Capital will be fully liquidated from Collections (each such period, a "Voluntary Liquidation Period"). Each such Voluntary Liquidation Notice shall include the date of the commencement of the Voluntary Liquidation Period. (b) During each Voluntary Liquidation Period (i) the Servicer shall deliver a Weekly Report to the Managing Agents on each Weekly Reporting Date, (ii) Collections shall continue to be applied in accordance with Section 2.04, (iii) no Capital Purchases or Reinvestment Purchases shall be made by the Purchasers, and (iv) no "Purchases" under and as defined in the Sale Agreement shall be made by the Seller. (c) After the commencement of a Voluntary Liquidation Period pursuant to this Section 2.13, no Capital Purchase shall be made by the Purchasers until the Seller has requested a new Capital Purchase and each of the conditions precedent set forth in Section 3.02 have been satisfied, whereupon such Voluntary Liquidation Period shall terminate regardless of whether or not Capital has been reduced to zero. No reduction of Capital pursuant to this Section 2.13 shall affect the rights and obligations of the parties hereto other than as specifically set forth in this Agreement.
VOLUNTARY LIQUIDATION. 39.1 Subject to the Companies Act, the Company may by Special Resolution be wound up voluntarily.
VOLUNTARY LIQUIDATION. The Company may by Resolution of Shareholders or by Resolution of Directors appoint a voluntary liquidator.