PGCL definition
Examples of PGCL in a sentence
As soon as practicable after the Closing, a properly executed certificate of merger conforming to the requirements of the DGCL shall be filed with the Delaware Secretary of State and the Plan of Merger and articles of merger conforming to the requirements of the PGCL shall be filed with the Pennsylvania Secretary of State.
The Company (i) shall give ADAC prompt written notice of any notice received by the Company of a shareholder's intent to demand appraisal or dissenters' rights, pursuant to the PGCL and of any other notice, demand or instrument delivered to the Company pursuant to the PGCL and of any other communication relating to the foregoing, and (ii) shall give ADAC's representatives the opportunity to participate in all negotiations and proceedings with respect to any such notice, demand or instrument.
The Merger shall have the effects set forth in this Agreement, the Plan of Merger, the applicable provisions of the Delaware General Corporation Law (the "DGCL") and the applicable provisions of the Pennsylvania General Corporation Law (the "PGCL").
The Company shall, in accordance with its articles of incorporation and bylaws and the applicable requirements of the PGCL, seek the approval of its shareholders as promptly as practicable to the Merger, the Plan of Merger and related articles of merger and this Agreement.
The terms of the Merger, the Plan of Merger and related articles of merger, this Agreement and the transactions contemplated hereby shall have been duly approved by the affirmative vote of at least 90% of the shares of Company Common Stock entitled to vote with respect thereto (or such higher vote as may be required under the PGCL to approve the terms of the Merger, the Plan of Merger and related articles of merger, this Agreement and the transactions contemplated hereby).
If any Dissenting Shareholder shall fail to perfect or shall waive, rescind, withdraw or otherwise lose such holder's right of appraisal under the PGCL, then such shares shall automatically be converted into and shall represent only the right to receive (upon the surrender of the certificate or certificates representing such shares) such consideration as provided by Section 1.5(c).
The Borrower shall make available to GTCL, SGFL, BGFCL, PGCL, and Petrobangla, promptly as needed and on terms and conditions acceptable to ADB, the funds, facilities, services, land and other resources which are required, in addition to the proceeds of the Loan, for the carrying out of the Project.
Any action taken or any agreement entered into by GTCL, SGFL, BGFCL, PGCL, and Petrobangla respectively, pursuant to the authority conferred under Section 7.01 of this Loan Agreement shall be fully binding on the Borrower and shall have the same force and effect as if taken by the Borrower.
Notwithstanding anything to the contrary contained in this Agreement, holders of any shares of Company Common Stock that are outstanding immediately prior to the Effective Time who did not vote in favor of the Merger and who complied with the applicable provisions of the PGCL ("Dissenting Shareholders") shall be entitled only to such rights as may be granted to such holder in the PGCL.
Notwithstanding anything to the contrary contained in this Agreement, holders of any shares of Company Common Stock that are outstanding immediately prior to the Effective Time who did not vote in favor of the Merger and who complied with the applicable provisions of the PGCL ("DISSENTING SHAREHOLDERS") shall be entitled only to such rights as may be granted to such holder in the PGCL.