EFCC definition
Examples of EFCC in a sentence
EFCC will pay or assume only those expenses of TPC that are solely and directly related to the TPC Merger in accordance with the guidelines established in Rev.
For purposes of the Star Merger, continuity of interest must exist in the "historic shareholders" of EFCC.
Under the interdependence test, TPC and EFCC intended to complete the TPC Merger whether or not the Star Merger was finalized.
Under the "binding commitment test", TPC and EFCC do not have a binding commitment with Star to exchange the stock of EFCC for the stock of Star prior to the approval and commitment to the TPC Merger.
There are valid business reasons for the TPC Merger, such as to effect desired operating efficiencies in the corporate structure of EFCC by simplifying the current two-tiered structure, which no longer serves any business purpose and entails a substantial cost to maintain due to dual financial reporting, disclosure and administrative requirements, and to make it more attractive to Star or any other potential purchaser if the Star Merger does not close.
The total cash consideration that will be paid in the Star Merger to the EFCC shareholders instead of issuing fractional shares of Star stock will not exceed one percent of the total consideration that will be issued in the Star Merger to the EFCC shareholders in exchange for their shares of EFCC stock.
If, at any time after the Effective Time, any further action is necessary or desirable to carry out the purposes of this Agreement and to vest the Surviving Corporation with full right, title and possession to all assets, property, rights, privileges, powers and franchises of either Merger Sub or EFCC, the officers and directors of such corporations are fully authorized in the name of their corporation or otherwise to take, and shall take, all such action.
EFCC and each EFCC Subsidiary has duly and timely withheld or collected, paid over and reported all Taxes required to be withheld or collected by it on or before the date hereof.
The EFCC disclosure schedule delivered by EFCC herewith (the "EFCC Disclosure Schedule") contains a complete and accurate list of all of the EFCC Subsidiaries.
Neither EFCC nor any EFCC Subsidiary is a "consenting corporation" within the meaning of Section 341(f) of the Code.