Acquisition and Arrangement Resolution definition

Acquisition and Arrangement Resolution means the special resolution of Securityholders to approve the Acquisition and the Arrangement in substantially the form attached as Appendix A to this Circular to be considered and voted upon by the Securityholders at the Meeting;
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Examples of Acquisition and Arrangement Resolution in a sentence

  • In addition, the Acquisition and Arrangement Resolution must be approved by a simple majority of the votes cast at the Meeting by “minority shareholders”, as determined in accordance with applicable law.

  • The Board of Directors, on the recommendation of the Special Committee, and based upon its own investigations, concluded that the Acquisition and the Arrangement are in the best interests of the Corporation and fair to the public Shareholders, unaffiliated Shareholders and Optionholders and recommends that public Shareholders and Optionholders vote in favour of the Acquisition and Arrangement Resolution.

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  • In addition, the Acquisition and Arrangement Resolution must be approved by a simple majority of the votes cast by all Minority Shareholders represented at the Meeting.

  • The Board of Directors, on the recommendation of the Special Committee, and based on its own investigations has unanimously concluded that the Acquisition and the Arrangement are in the best interests of the Corporation and fair to the Public Shareholders and Optionholders and unanimously recommends that Public Shareholders and Optionholders vote in favour of the Acquisition and Arrangement Resolution.

  • All of the directors and officers have indicated to the Corporation an intention to vote all of the Common Shares and Options owned by them, or over which control or direction is exercised, in favour of the Acquisition and Arrangement Resolution.

  • It is furthermore a multiplier in attracting inductees into the PDF.

  • A dissenting Securityholder shall not be expected to vote at the Meeting in favor of the Acquisition and Arrangement Resolution.

  • All of the directors and officers have indicated to the Corporation an intention to vote all of the Common Shares and Options, owned by them or over which control or direction is exercised in favour of the Acquisition and Arrangement Resolution.

  • The majority required to pass the Acquisition and Arrangement Resolution shall be, subject to further order of this Honourable Court, (i) not less than two-thirds of the aggregate votes cast by the Shareholders and Optionholders voting together as a single class; and (ii) not less than one-half of the votes cast at the Meeting by the Minority Shareholders.

Related to Acquisition and Arrangement Resolution

  • Arrangement Resolution means the special resolution approving the Plan of Arrangement to be considered at the Company Meeting, substantially in the form of Schedule B.

  • Supplemental Resolution means any resolution or resolutions of the Trust amending, modifying or supplementing this Bond Resolution, authorizing the issuance of a Series of Refunding Bonds, or any other Supplemental Resolution adopted by the Trust pursuant to the provisions of this Bond Resolution.

  • Amalgamation Resolution means the special resolution of the Shareholders concerning the Amalgamation to be considered at the Meeting, substantially in the form set out in Appendix A to the Circular;

  • Plan of Arrangement means the plan of arrangement, substantially in the form set out in Schedule A, subject to any amendments or variations to such plan made in accordance with this Agreement and the Plan of Arrangement or made at the direction of the Court in the Final Order with the prior written consent of the Company and the Purchaser, each acting reasonably.

  • Support Agreement has the meaning set forth in the Recitals.

  • Arrangement Agreement means the arrangement agreement dated as of April 18, 2019 between the Purchaser and the Company, including the schedules and exhibits thereto, providing for, among other things, the Arrangement, as the same may be amended, supplemented or restated.

  • unanimous resolution means, subject to subsection (3) -

  • Certificate of Arrangement means the certificate of arrangement to be issued by the Director pursuant to subsection 192(7) of the CBCA in respect of the Articles of Arrangement.

  • Articles of Arrangement means the articles of arrangement of the Company in respect of the Arrangement required by the OBCA to be sent to the Director after the Final Order is made, which shall include the Plan of Arrangement and otherwise be in a form and content satisfactory to the Company and the Purchaser, each acting reasonably.

  • Agreement and Plan of Merger has the meaning set forth in the first recital above.

  • Support Agreements has the meaning set forth in the Recitals.

  • Acquisition Agreements means the Nexstar Acquisition Agreement and the Mission Acquisition Agreement, and “Acquisition Agreement” means the applicable agreement in the context used.

  • Implementation Agreement means the Implementation Agreement dated ……… by and between the GOB, PGCB and the Company in connection with the Project, and also includes any amendment of it made from time to time;

  • Amalgamation Agreement means the Amalgamation Agreement dated as of June 26, 2020 among Cybin, Clarmin and Subco relating to the Amalgamation, as amended on October 21, 2020, a copy of which is available under the Company’s profile on the SEDAR website at www.sedar.com.

  • Community Charter means the Community Charter, S.B.C. 2003, c. 26, as may be amended or replaced from time to time;

  • Reorganization Agreement has the meaning set forth in the recitals.

  • Master Resolution means the Amended and Restated Master Resolution Establishing The University of Texas System Revenue Financing System adopted by the Board on February 14, 1991, as amended on October 8, 1993, and August 14, 1997.

  • Access Arrangement means an arrangement for access to a Covered Pipeline that has been approved by the Relevant Regulator.

  • Merger Agreement has the meaning set forth in the Recitals.

  • Acquisition Agreement Representations means such of the representations made by or on behalf of the Target in the Acquisition Agreement as are material to the interests of the Lenders, but only to the extent that the accuracy of any such representation is a condition to the obligations of Holdings or an Affiliate thereof to close under the Acquisition Agreement or Holdings (or an Affiliate thereof) has the right to terminate its obligations under the Acquisition Agreement as a result of a breach of such representations in the Acquisition Agreement.

  • Special Resolution means a resolution passed by a majority of not less than two-thirds (2/3) of the votes cast on that resolution.

  • Charter Amendment means the Certificate of Amendment to the Certificate of Incorporation, in the form attached hereto as Exhibit D.

  • Scheme of Arrangement means a scheme of arrangement, share for share exchange or analogous procedure.

  • Alternative Acquisition Agreement shall have the meaning set forth in Section 6.5(c).

  • Specified Merger Agreement Representations such of the representations made by the Target with respect to the Target and its Subsidiaries in the Merger Agreement as are material to the interests of the Lenders and the Joint Bookrunners (in their capacities as such), but only to the extent that the Borrower (or its Affiliates) has the right to terminate the Borrower’s (or such Affiliate’s) obligations under the Merger Agreement or the right to decline to consummate the Merger as a result of a breach of such representations in the Merger Agreement.

  • Interlocal Agreement means an agreement entered into under this act.