Excess Voting Securities definition

Excess Voting Securities has the meaning assigned to such term in Section 7.2.
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Excess Voting Securities has the meaning set forth in Section 2.4(b)(i).
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Excess Voting Securities means, as of any date of determination, an amount of Voting Securities with Voting Power equal to (x) the then-applicable Investor Percentage Interest, minus (y) twenty five percent (25%); provided that if the Investor Percentage Interest is less than 25%, the Excess Voting Securities shall equal zero (0); and
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Examples of Excess Voting Securities in a sentence

  • The Seller hereby appoints the Chief Executive Officer and the Chief Financial Officer of the Purchaser, acting severally, as its proxy, with full power of substitution, in the name, place and stead of the Seller, to vote all Excess Voting Securities at any such meeting (and at any adjournment or adjournments thereof) or with respect to any such written consent in the manner described in the preceding sentence.

  • Sellers hereby appoint the Chief Executive Officer and the Chief Financial Officer of the Purchaser, acting severally, as its proxy, with full power of substitution, in the name, place and stead of the Sellers, to vote all Excess Voting Securities at any such meeting (and at any adjournment or adjournments thereof) or with respect to any such written consent in the manner described in the preceding sentence.

  • For the avoidance of doubt, nothing in this Agreement shall restrict in any way the voting of or exercise of the right to act by consent in lieu of a meeting of stockholders with respect to any Voting Securities that are not Excess Voting Securities (which Voting Securities Penske Corporation or any Penske Covered Person may vote or exercise the right to act by consent in lieu of a meeting of stockholders in its discretion).


More Definitions of Excess Voting Securities

Excess Voting Securities means voting securities of the Company held by PHS and its Affiliates and any other Persons whose beneficial ownership of Common Stock would be aggregated with PHS for purposes of Section 13(d) of the 1934 Act that, with respect to a matter submitted to a general vote of the Company’s stockholders and as of the record date for the vote on such matter, collectively have voting power equal to (i) the total voting power of all voting securities of the Company then held by PHS and its Affiliates and any other Persons whose beneficial ownership of Common Stock would be aggregated with PHS for purposes of Section 13(d) of the 1934 Act, less (ii) 33% of the voting power of the total number of voting securities of the Company outstanding as of such record date.
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Excess Voting Securities shall have the meaning set forth in Section 1.01(a).
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Excess Voting Securities means such Voting Securities of any Shareholder Group in excess of the Restricted Voting Percentage.
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Related to Excess Voting Securities

  • Outstanding Voting Securities of any Person means the outstanding securities of such Person entitling the holders thereof to vote generally in the election of directors of such Person.

  • Company Voting Securities means the combined voting power of all outstanding voting securities of the Company entitled to vote generally in the election of directors to the Board.

  • Outstanding Company Voting Securities means outstanding voting securities of the Company entitled to vote generally in the election of directors; and any specified percentage or portion of the Outstanding Company Voting Securities (or of other voting stock or voting securities) shall be determined based on the relative combined voting power of such securities;

  • majority of the outstanding voting securities shall have the meaning set forth for such terms in the 1940 Act.

  • Voting Securities means any securities of the Company which vote generally in the election of directors.

  • Controlling Securities means (i) the Class A Notes so long as the Class A Notes are outstanding, (ii) after the Class A Notes are no longer outstanding, the Class B Notes so long as the Class B Notes are outstanding and (iii) after the Class B Notes are no longer outstanding, the Class C Notes so long as the Class C Notes are outstanding.

  • Existing Securities means, collectively, the Equity Securities and the Debt Securities.

  • voting security means any security presently entitling the owner or holder thereof to vote in the direction or management of the affairs of a person, or any security issued under or pursuant to any trust, agreement or arrangement whereby a trustee or trustees or agent or agents for the owner or holder of such security are presently entitled to vote in the direction or management of the affairs of a person.

  • Non-Voting Shares means a particular Class of Shares that do not carry the right to notice of or to attend or vote at general meetings of the Company or the relevant Fund.

  • Qualifying Securities means securities issued by the Issuer that:

  • Voting Shares means those shares or other interests that have the power to elect the board of directors or similar governing body of an entity.

  • Voting Interest With respect to any provisions hereof providing for the action, consent or approval of the Holders of all Certificates evidencing specified Voting Interests in the Trust Estate, the Holders of each Class of Certificates will collectively be entitled to the then applicable percentage of the aggregate Voting Interest represented by all Certificates equal to the ratio obtained by dividing the Principal Balance of such Class by the sum of the Class A Principal Balance and the Class B Principal Balance. Each Certificateholder of a Class will have a Voting Interest equal to the product of the Voting Interest to which such Class is collectively entitled and the Percentage Interest in such Class represented by such Holder's Certificates. With respect to any provisions hereof providing for action, consent or approval of each Class of Certificates or specified Classes of Certificates, each Certificateholder of a Class will have a Voting Interest in such Class equal to such Holder's Percentage Interest in such Class.

  • Voting Stock of any specified Person as of any date means the Capital Stock of such Person that is at the time entitled to vote in the election of the Board of Directors of such Person.

  • Aggregate Voting Interests The aggregate of the Voting Interests of all the Certificates under this Agreement.

  • Multiple Voting Shares means the multiple voting shares in the capital of the Corporation;

  • Voting Parity Stock means, with regard to any matter as to which the holders of Designated Preferred Stock are entitled to vote as specified in Sections 7(a) and 7(b) of these Standard Provisions that form a part of the Certificate of Designations, any and all series of Parity Stock upon which like voting rights have been conferred and are exercisable with respect to such matter.

  • Voting Interests means shares of capital stock issued by a corporation, or equivalent Equity Interests in any other Person, the holders of which are ordinarily, in the absence of contingencies, entitled to vote for the election of directors (or persons performing similar functions) of such Person, even if the right so to vote has been suspended by the happening of such a contingency.

  • Subordinate Voting Shares means the subordinate voting shares in the capital of the Corporation;

  • Special Voting Share means the one share of Series B Special Voting Preferred Stock with no par value, issued by US Gold to and deposited with the Trustee, which entitles the holder of record to a number of votes at meetings of holders of US Gold Common Stock equal to the number of Exchangeable Shares outstanding from time to time that are held by Non-Affiliated Holders.

  • Non-Voting Common Stock means the non-voting common stock, par value $0.01 per share, of the Company.

  • Voting Classes means Classes 4 and 5.

  • Voting Preferred Stock means, with regard to any matter as to which the holders of Series T are entitled to vote as specified in Section 8 of this Certificate of Designations, any and all series of Preferred Stock (other than Series T) that rank equally with Series T either as to the payment of dividends or as to the distribution of assets upon liquidation, dissolution or winding up of the Corporation and upon which like voting rights have been conferred and are exercisable with respect to such matter.

  • voting equity securities means equity securities having voting power for the election of directors, whether at all times or only so long as no senior class of security has such voting power by reason of any contingency.