Purchasing Shareholders definition

Purchasing Shareholders has the meaning assigned in subsection (a) of Clause 5.04 hereof.
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Purchasing Shareholders herein) are hereby granted the right of first refusal with respect to any proposed sale or other transfer of the Shares so acquired (to be hereinafter called the "Purchased Shares") by the Optionee. For purposes of this Section 8, the term "transfer" shall include any assignment, pledge, encumbrance or other disposition for value of the Purchased Shares, but shall not include (i) a gratuitous transfer of the Purchased Shares made to the Optionee's spouse, parents, siblings, or issue, or a trust for the benefit of any such persons, or (ii) a transfer of title to the Purchased Shares pursuant to the Optionee's will or the laws of intestate succession.
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Purchasing Shareholders means any Offered Shareholder electing to purchase shares of Stock offered for sale pursuant to an Offer Notice.
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Examples of Purchasing Shareholders in a sentence

  • Completion of the Transfer of the Offered Ordinary Shares to the third party transferee(s) set forth in the First Transfer Notice (and if applicable, the Purchasing Shareholders) shall occur no later than the later of (i) thirty (30) days after the receipt of the Second Transfer Notice or (ii) the determination of the value of the shares by an independent appraiser pursuant to Sections 4.2(d)(iii) and 4.2(d)(iv).

  • The Purchasing Shareholders' obligation to consummate such purchase shall be conditioned upon the Selling Holder's delivery of original share certificates representing the Family Shares to be sold, together with customary representations and warranties and instruments of conveyance, so that the Purchasing Shareholders take title to such shares free of all liens and encumbrances.

  • In the event that such indebtedness is not yet due and payable, the Purchasing Shareholders may offset their respective Portions of the present value (based upon an interest rate equal to the interest rate announced by , as its prime rate as of the date of closing) against any amounts payable by the Purchasing Shareholders to the Selling Shareholder for the Shares to be purchased hereunder.

  • The Family Shareholders will cooperate in good faith with the Purchasing Shareholders to provide such deliveries and otherwise to consummate the transactions contemplated hereby.

  • If all of the Non-Selling Shareholders decide to exercise their respective Preemptive Rights (hereinafter referred to as the “Purchasing Shareholders”), the Offered Shares shall be distributed in proportion to their respective Corporate Shareholdings, excluding from the respective distribution the proportion corresponding to any of the Parties who are not Purchasing Shareholders.

  • Each Purchasing Shareholder shall have fifteen (15) Business Days from the date of receipt of the Second Transfer Notice to purchase up to that portion of the Remaining Shares equal to the proportion that the number of Shares held by such Purchasing Shareholder bears to the total number of Shares held by all Purchasing Shareholders who wish to purchase the Remaining Shares by giving Notice to the Selling Shareholder ("Second Purchase Notice").

  • The procedures applicable to a Public Sale shall apply to an Expedited Sale, except that the Purchasing Shareholders will respond to the Notice within five (5) business days after receipt of the Notice, and no Second Notice need be given.

  • A Purchasing Shareholder may also, but shall not be required to, state that it is exercising an over-allotment right (the "Over-Allotment Right") and the number of Shares it is willing to acquire pursuant to such right; if any Offeree does not exercise its right of first refusal pursuant to Section 5.01(a)(i), such Shares shall be allocated pro rata among the Purchasing Shareholders exercising the Over-Allotment Right up to the maximum amount stated in such Purchasing Shareholder's notices.

  • Completion of the Transfer of the Offered Shares to the third party transferee(s) set forth in the First Transfer Notice (and if applicable, the Purchasing Shareholders) shall occur no later than the later of (i) thirty (30) days after the receipt of the Second Transfer Notice or (ii) the determination of the value of the shares by an independent appraiser pursuant to paragraphs 15(d)(iii) and 15(d)(iv).

  • For purposes of this Agreement, a Purchasing Shareholder's "Pro Rata Share" is a fraction, the numerator of which is the number of shares of Common Stock held by such holder (assuming conversion of all shares of Preferred Stock into shares of Common Stock), and the denominator of which is the total number of shares of Common Stock held by all Purchasing Shareholders.


More Definitions of Purchasing Shareholders

Purchasing Shareholders means Institutions where Institutions may elect to exercise rights of first refusal under Section 3 hereof. However, if Institutions are Selling Shareholders, then such Selling Shareholder shall not be considered a Purchasing Shareholder.
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Purchasing Shareholders herein) shall have the option to acquire (hereinafter referred to as the "Reconveyance Option") from Purchaser all, but not less than all (unless Purchaser consents), of the Shares subject to the Reconveyance Option on the following basis:
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Purchasing Shareholders has the meaning given in paragraph 2.8 of Schedule 3; QUALIFYING CORPORATE CAPITAL means all corporate capital of the Company acquired pursuant to clauses 2.1, 2.2 and 13.3(a);
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Purchasing Shareholders means any person (including, for example, any individual or legal entity, investment fund, condominium, securities portfolio, universality of rights, or other organization, residing, domiciled or headquartered in Brazil or abroad), or group of people bound by a vote agreement with the Purchasing Shareholders and/or representing the same interest of the Purchasing Shareholders, that may subscribe and/or acquire stocks from the Company. Including, amongst the examples of a person representing the same interest of the Purchasing Shareholders, any person (i) direct or indirectly controlled or administered by such Purchasing Shareholders; (ii) controlling or administering, in anyway, the Purchasing Shareholders; (iii) whether, direct or indirectly, controlled or administered by any person controlling or administering, direct or indirectly, such Purchasing Shareholders; (iv) in which controlling company of such Purchasing Shareholders holds, direct or indirectly, a corporate interest equal to or higher than 30% of the capital stock; (v) in which such Purchasing Shareholders holds, direct or indirectly, a corporate interest equal to or higher than 30% of the capital stock; or (vi) holds, direct or indirectly, a corporate interest equal to or higher than 30% of the capital stock of the Purchasing Shareholders.
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Purchasing Shareholders has the meaning given that term in Section 3.1(b)(ii).
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Related to Purchasing Shareholders

  • Selling Shareholders sections in substantially the form attached hereto as Exhibit B. The Company shall use its reasonable best efforts to have each Additional Registration Statement declared effective by the SEC as soon as practicable, but in no event later than the Additional Effectiveness Deadline. By 9:30 a.m. New York time on the Business Day following the Additional Effective Date, the Company shall file with the SEC in accordance with Rule 424 under the 1933 Act the final prospectus to be used in connection with sales pursuant to such Additional Registration Statement.

  • Existing Shareholders has the meaning set forth in the preamble.

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Principal Shareholders means, collectively, Wxxxxxx Xxxxxx, Jxxx Xxxxxx and Dxxxx Xxxxxx.

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Ordinary Shareholders means holders of Ordinary Shares.

  • Major Shareholders Means a person who has an interest or interests in one or more

  • Transferring Shareholder has the meaning set out in Section 6.1;

  • Initial Shareholders means the Sponsor, the Directors and officers of the Company or their respective affiliates who hold shares prior to the IPO;

  • Selling Shareholder has the meaning set forth in Section 3.04(a).

  • Target Shareholders means the holders of Target Shares;

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Controlling Shareholders means controlling shareholders of the Company, as such term is defined in the Ordinance.

  • Other Shareholders means persons who, by virtue of agreements with the Company other than this Agreement, are entitled to include their securities in certain registrations hereunder.

  • Key Holders means the persons named on Schedule B hereto, each person to whom the rights of a Key Holder are assigned pursuant to Subsection 3.1, each person who hereafter becomes a signatory to this Agreement pursuant to Subsection 6.9 or 6.17 and any one of them, as the context may require.

  • Existing Stockholders means the WCAS Securityholders and their Affiliates.

  • Preferred Shareholders means the holders of Preferred Shares.

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Ordinary Shareholder means a holder of ordinary shares;

  • Scheme Shareholders means the registered holders of Scheme Shares at the relevant time.

  • Class A Shareholder means a holder of Class A Shares;

  • Company Shareholder means a holder of one or more Company Shares;

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Selling Stockholders means Purchaser and any other purchaser of Units in the Offering, and their respective successors and assigns.