Consent of the Shareholders definition

Consent of the Shareholders means receipt by the Trustee of a certificate from a director of the Company certifying that either (i) the Company’s shareholders of record as of a record date established in accordance with the Amended and Restated Memorandum and Articles of Association, , who hold sixty-five percent (65%) or more of all then outstanding Ordinary Shares and Class B ordinary shares, par value $0.0001 per share, of the Company voting together as a single class, have voted in favor of such change, amendment or modification, or (ii) the Company’s shareholders of record as of the record date who hold sixty-five percent (65%) or more of all then outstanding Ordinary Share and Class B ordinary shares, par value $0.0001 per share, of the Company voting together as a single class, have delivered to such entity a signed writing approving such change, amendment or modification. No such amendment will affect any Public Shareholder who has otherwise indicated his election to redeem his Ordinary Shares in connection with a shareholder vote sought to amend this Agreement or an Amendment. Except for any liability arising out of the Trustee’s gross negligence, fraud or willful misconduct, the Trustee may rely conclusively on the certification from the inspector or elections referenced above and shall be relieved of all liability to any party for executing the proposed amendment in reliance thereon.
Consent of the Shareholders means the consent or approval of Shareholders holding the lesser of (i) 50% of the outstanding Shares, (ii) 67% of those Shares acting on the matter if Shareholders holding more than 50% of the outstanding Shares have responded to the consent solicitation or (iii) 67% of those Shares present or represented by proxy at a meeting if Shareholders holding more than 50% of the outstanding Shares are present or represented by proxy at the meeting. The Manager shall determine the manner of making and obtaining any such Consent, may establish record dates for this purpose, and shall have complete authority to decide all matters in connection therewith.
Consent of the Shareholders means receipt by the Trustee of a certificate from the inspector of elections of the shareholder meeting certifying that the Company’s shareholders of record as of a record date established in accordance with Section 7.07 of the Massachusetts Business Corporation Act, as amended (or any successor rule), who hold sixty-five percent (65%) or more of all then outstanding the Shares and the shares of Class B common stock, par value $0.0001 per share, of the Company voting together as a single class, have voted in favor of such change, amendment or modification. No such amendment will affect any Public Shareholder who has otherwise indicated his election to redeem his Shares in connection with a shareholder vote sought to amend this Agreement to modify the substance or timing of the Company’s obligation to redeem one hundred percent (100%) of the Shares if the Company does not complete its initial Business Combination within the time frame specified in the Company’s Articles. Except for any liability arising out of the Trustee’s gross negligence, fraud or willful misconduct, the Trustee may rely conclusively on the certification from the inspector or elections referenced above and shall be relieved of all liability to any party for executing the proposed amendment in reliance thereon.

Examples of Consent of the Shareholders in a sentence

  • Written Consent of the Shareholders of the Company, certified by the Secretary of the Company as of the date hereof, relating to the approval of the transaction contemplated by the Offering.

  • Consent of the Shareholders obtained through postal ballot, results of which were announced on 19th January, 2018 for increase in limits for investment in the equity share capital of the Company by Registered Foreign Portfolio Investors (RFPI) including Foreign Institutional Investors (FIIs) from 30% to 40%.

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  • Furthermore, the Government stated that regular checks had been carried out every hour to see whether the straps could be removed.

  • In addition, on August 20, 2008, such amendment specified above was approved by Action by unanimous Written Consent of the Shareholders of the Corporation.IN WITNESS WHEREOF, this Amendment to the Articles of Incorporation of the Corporation is executed as of the 29th day of August, 2008.

  • The Consent of the Shareholders shall be required to approve the voluntary dissolution of the and each Shareholder waives any right to the taking of that action by the approval, consent, or vote of a lesser percentage.

  • For so long as any Subscription Rights remain outstanding, the Company will not, without the sanction of an Extraordinary Resolution, effect any of the matters referred to in Schedule 1 ( Matters requiring Investor Consent) of the Shareholders' Agreement.

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  • The Consent of the Shareholders has been obtained by way of Postal Ballot.

  • The power to amend or alter this Agreement and to adopt new corporate governance regulations may be exercised solely by the unanimous vote or Joint Written Consent of the Shareholders then bound by this Agreement.


More Definitions of Consent of the Shareholders

Consent of the Shareholders means receipt by the Trustee of a certificate from the inspector of elections of the shareholder meeting certifying the affirmative vote of at least 65% of the then outstanding Ordinary Shares attending and voting on such change, amendment or modification at a meeting of shareholders of the Company; provided that no such amendment will affect any Public Shareholder who has otherwise indicated his election to redeem his Ordinary Shares in connection with a shareholder vote sought to amend this Agreement to extend to the time he would be entitled to a return of his pro rata amount in the Trust Account. Except for any liability arising out of the Trustee’s gross negligence, fraud or willful misconduct, the Trustee may rely conclusively on the certification from the inspector or elections referenced above and shall be relieved of all liability to any party for executing the proposes amendment in reliance thereon.
Consent of the Shareholders means the consent or approval of Shareholders holding the lesser of (i) 50% of the outstanding Undivided Shares, (ii) 67% of those Undivided Shares acting on the matter if Shareholders holding more than 50% of the outstanding Undivided Shares have responded to a consent solicitation or (iii) 67% of those Undivided Shares present or represented by proxy at a meeting if Shareholders holding more than 50% of the outstanding Undivided Shares are present or represented by proxy at the meeting. The Manager shall determine the manner of making and obtaining any such Consent, may establish record dates for this purpose, and shall have complete authority to decide all matters in connection therewith. Preferred Shares and Common Shares have no voting, consent or approval rights.
Consent of the Shareholders means the Consent of a Majority in Interest of the Shareholders, which Consent, except as otherwise provided in this Agreement, may be given or withheld by each LIH Shareholder in its sole and absolute discretion.
Consent of the Shareholders means (i) receipt by the Trustee of a certificate from the inspector of elections of the shareholder meeting certifying that the Company’s shareholders of record as of a record date established in accordance with the Company’s memorandum and articles of association, who hold sixty-five percent (65%) or more of all then outstanding shares of the Ordinary Shares and Class B ordinary shares, par value $0.0001 per share (“Class B Ordinary Shares”), of the Company voting together as a single class, have voted in favor of such change, amendment or modification, or (ii) the Company’s shareholders of record as of the record date who hold sixty-five percent (65%) or more of all then outstanding shares of the Ordinary Shares and Class B Ordinary Shares, par value $0.0001 per share, of the Company voting together as a single class, have delivered to the Trustee a signed writing approving such change, amendment or modification. No such amendment will affect any Public Shareholder who has otherwise indicated his election to redeem his Ordinary Shares in connection with a shareholder vote sought to amend this Agreement to modify the substance or timing of the Company’s obligation to redeem 100% of the Ordinary Shares if the Company does not complete its initial Business Combination within the time frame specified in the Company’s amended and restated memorandum and articles of association. Except for any liability arising out of the Trustee’s gross negligence, fraud or willful misconduct, the Trustee may rely conclusively on the certification from the inspector or elections referenced above and shall be relieved of all liability to any party for executing the proposed amendment in reliance thereon.

Related to Consent of the Shareholders

  • Consent of the Stockholders means receipt by the Trustee of a certificate from the inspector of elections of the stockholder meeting certifying that the Company’s stockholders of record as of a record date established in accordance with Section 213(a) of the Delaware General Corporation Law, as amended (“DGCL”) (or any successor rule), who hold sixty-five percent (65%) or more of all then outstanding shares of the Common Stock and Class B common stock, par value $0.0001 per share, of the Company voting together as a single class, have voted in favor of such change, amendment or modification. No such amendment will affect any Public Stockholder who has otherwise indicated his election to redeem his shares of Common Stock in connection with a stockholder vote sought to amend this Agreement to modify the substance or timing of the Company’s obligation to redeem 100% of the Common Stock if the Company does not complete its initial Business Combination within the time frame specified in the Company’s amended and restated certificate of incorporation. Except for any liability arising out of the Trustee’s gross negligence, fraud or willful misconduct, the Trustee may rely conclusively on the certification from the inspector or elections referenced above and shall be relieved of all liability to any party for executing the proposed amendment in reliance thereon.

  • Consent of the Partners means the Consent of Partners, other than the Preferred Limited Partners, holding Percentage Interests that in the aggregate are equal to or greater than a majority of the aggregate Percentage Interests of all Partners, other than the Preferred Limited Partners, which Consent shall be obtained prior to the taking of any action for which it is required by this Agreement and may be given or withheld by such Partners, in their sole and absolute discretion.

  • Consent of the Limited Partners means the Consent of a Majority in Interest of the Limited Partners, which Consent shall be obtained prior to the taking of any action for which it is required by this Agreement and may be given or withheld by a Majority in Interest of the Limited Partners, unless otherwise expressly provided herein, in their sole and absolute discretion.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Locked-Up Shareholders means the Persons who are party to the Lock-Up Agreements.

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Preferred Shareholders means the holders of Preferred Shares.

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

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

  • Existing Investors shall have the meaning given in the Preamble hereto.

  • Existing Shareholders has the meaning set forth in the preamble.

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • Consent Agenda means a portion of a meeting that lists items of business which are routine in nature and do not require substantial discussion and/or debate.

  • Existing Stockholders means the WCAS Securityholders and their Affiliates.

  • Preferred Holders means the record owners of outstanding Preferred Securities.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Initial Shareholders means the Sponsor, the Directors and officers of the Company or their respective affiliates who hold shares prior to the IPO;

  • Shareholders' Agreements shall have the meaning provided in Section 5.05.

  • Independent Shareholders means holders of Voting Shares, other than:

  • Management Shareholders means Xxxxxx X. Xxxx, Xxxx X. Xxxxxxx, and Xxxxxx X. Xxxxxxxxx.

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Member of the Service means a person appointed in a substantive capacity under the provisions of these rules and orders/rules in force previous to the commencement of these rules, to a post in the cadre of the service.

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

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Requisite Stockholder Approval means the affirmative vote of the holders of a majority of that company’s issued and outstanding shares entitled to vote on the Merger actually voting in favor of this Agreement and the Merger.