NJBL definition
Examples of NJBL in a sentence
All of the issued and outstanding shares of First Bank Capital Stock are, and all of the shares of First Bank Common Stock to be issued in exchange for shares of Malvern Common Stock upon consummation of the Merger, when issued in accordance with the terms of this Agreement, will be, duly and validly issued and outstanding and fully paid and nonassessable, including under the NJBL.
First Bank shall be the Surviving Corporation resulting from the Merger, and shall succeed to and assume all the rights and obligations of Malvern in accordance with the NJBL and PBCL.
First Bank has the corporate power and authority necessary to execute, deliver, and, other than with respect to the Merger, perform this Agreement, and with respect to the Merger, upon the approval of this Agreement and the Merger by First Bank’s shareholders in accordance with this Agreement and the NJBL, to perform its obligations under this Agreement and to consummate the transactions contemplated hereby.
As of the Closing Date, the holders of no more than 10% of the Allegiance Bank Common Stock that is issued and outstanding shall have taken the actions required by NJBL to qualify their Allegiance Bank Common Stock as Dissenters’ Shares.
The affirmative two-thirds vote of the issued and outstanding shares of Allegiance Bank Common Stock is required to approve this Agreement and the Merger under NJBL.
First Bank shall be the surviving corporation in the Bank Merger and, following the Bank Merger, the separate corporate existence of Malvern Bank shall cease, all capital stock of Malvern Bank issued and outstanding immediately prior to the Bank Merger Effective Time will be cancelled for no consideration and cease to exist and First Bank shall succeed to and assume all the rights and obligations of Malvern Bank in accordance with the NJBL.
There are no antitakeover provisions in the Allegiance Bank Certificate of Incorporation or the NJBL that will apply to or otherwise adversely affect this Agreement or the transactions contemplated herein.
First Bank and Merger Sub (which is a wholly-owned First Bank Subsidiary) have the corporate power and authority necessary to execute, deliver, and, other than with respect to the Merger, perform this Agreement, and with respect to the Merger, upon the approval of this Agreement and the Merger by First Bank’s shareholders in accordance with this Agreement and the NJBL, to perform their obligations under this Agreement and to consummate the transactions contemplated hereby.
First Bank and Merger Sub (which is a wholly-owned First Bank Subsidiary) have the corporate or similar power and authority necessary to execute, deliver, and, other than with respect to the Merger, perform this Agreement, and with respect to the Merger, upon the approval of this Agreement and the Merger by First Bank’s shareholders in accordance with this Agreement and the NJBL, to perform their obligations under this Agreement and to consummate the transactions contemplated hereby.