Ownership Test definition
Examples of Ownership Test in a sentence
In the event of the foregoing, the rights and obligations of each remaining Sponsor Shareholder Group under this Agreement that satisfies the Continuing Ownership Test shall remain in full force and effect, and for all purposes, “Sponsor Shareholder Groups” shall mean such Sponsor Shareholder Groups who satisfy the Continuing Ownership Test, and “Sponsor Shareholders” shall mean such remaining Sponsor Shareholders who are members of Sponsor Shareholder Groups that satisfy the Continuing Ownership Test.
This Agreement may be amended, supplemented or otherwise modified only by a written instrument executed by the Company, ESH REIT and all of the Sponsor Shareholders who are members of Sponsor Shareholder Groups that each satisfies the Continuing Ownership Test at the effective time of such amendment, supplement or modification.
At such time as a particular Sponsor Shareholder Group no longer satisfies the Continuing Ownership Test, all rights and obligations of such Sponsor Shareholder Group under this Agreement shall terminate.
At any point in which the C&W Member fails to satisfy the Threshold Ownership Test, then the C&W Member shall have no right under this Agreement to appoint any Manager and, upon such failure, without any further action by any Person, the total number of Managers on the Board shall be reduced to three (3) and each of the C&W Managers shall be automatically removed therefrom.
The Department of Labor has indicated in Example 7 of the Regulation that real property subject to a long-term lease, under which substantially all management and maintenance activities with respect to the property are the responsibility of the lessee, would not constitute “managed” real estate for purposes of the REOC Ownership Test.
No sale or transfer of an interest in any Subordinated Notes or Issuer Ordinary Shares will be permitted unless after giving effect to such sale or transfer the Tax Ownership Test is met, and the transferor receives Tax Advice to such effect and delivers a copy of such advice to the Trustee.
In addition to the REOC Ownership Test, a real estate operating company must satisfy the REOC Management Test, which requires that a real estate operating company engage directly in real estate management or development activities in the ordinary course of its business during each valuation year.
For the foregoing reasons, it is our opinion that a real estate operating company’s indirect ownership interest in real estate may be included as an investment in real estate for purposes of determining whether the real estate operating company satisfies the REOC Ownership Test, provided that the other elements of the REOC Ownership Test are met with respect to such real property.
Therefore, the Reorganized Debtor will satisfy the Country of Organization Test and will be exempt from United States federal income taxation with respect to its United States-source shipping income if it satisfies any one of the 50% Ownership Test, the Publicly Traded Test, or the CFC Test.
In order to continue to constitute a real estate operating company, each PK Entity must satisfy the requirements of the REOC Ownership Test on at least one day during each annual valuation period.