Total Voting Power of Instinet definition

Total Voting Power of Instinet means the total number of votes which may be cast in the election of members of the Board of Directors by all holders of Common Stock.
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Examples of Total Voting Power of Instinet in a sentence

  • So long as the Reuters Entities or any Transferee and its Affiliates beneficially own 15% or more of the Total Voting Power of Instinet, Instinet hereby agrees not to amend its Certificate of Incorporation to "opt-in" to Delaware 203 without the prior written consent of Reuters or such Transferee.

  • At any time within three years of the date the Reuters Entities cease to beneficially own at least 15% of the Total Voting Power of Instinet, Reuters shall vote all of the Common Stock held by Reuters Entities in favor of any amendment (which is approved by the Board of Directors) to Instinet's Certificate of Incorporation that proposes to "opt-in" to Delaware 203.

  • Notwithstanding the foregoing, so long as the Reuters Entities beneficially own at least 20% or more of the Total Voting Power of Instinet, Instinet shall provide the Reuters Parent with an Annual Budget of profits or losses with quarterly updated Outlooks of profits or losses in accordance with reporting timetables agreed to by the parties hereto.

  • So long as the Reuters Entities beneficially own a majority of the Total Voting Power of Instinet, Instinet hereby agrees not to incur (after giving pro forma effect to such incurrence) in excess of an aggregate of $400 million of Net Indebtedness outstanding at any one time without Reuters's prior written consent.

  • Instinet acknowledges that so long as Reuters Entities beneficially own a majority of the Total Voting Power of Instinet, Instinet will, and will cause each of the other Instinet Entities to, adhere to the Reuters Trust Principles.

  • So long as the Reuters Entities beneficially own more than 50% of the Total Voting Power of Instinet, Instinet hereby agrees not to incur (after giving pro forma effect to such incurrence) in excess of an aggregate of $400 million of Net Indebtedness outstanding at any one time without Reuters' prior written consent.

  • Instinet acknowledges that so long as Reuters Entities beneficially own more than 50% of the Total Voting Power of Instinet, Instinet will, and will cause each of the other Instinet Entities to, adhere to the Reuters Trust Principles.

Related to Total Voting Power of Instinet

  • Total Voting Power means, with respect to any Person, the total number of votes which may be cast in the election of directors of such Person at any meeting of stockholders of such Person if all securities entitled to vote in the election of directors of such Person (on a fully diluted basis, assuming the exercise, conversion or exchange of all rights, warrants, options and securities exercisable for, exchangeable for or convertible into, such voting securities) were present and voted at such meeting (other than votes that may be cast only upon the happening of a contingency).

  • Combined Voting Power means the aggregate votes entitled to be cast generally in the election of the Board of Directors, or similar managing group, of a corporation or other entity by holders of then outstanding Voting Securities of such corporation or other entity.

  • Total Current Voting Power means, with respect to any entity, at the time of determination of Total Current Voting Power, the total number of votes which may be cast in the election of members of the board of directors of the corporation if all securities entitled to vote in the election of such directors are present and voted (or, in the event the entity is not a corporation, the governing members, board or other similar body of such entity).

  • Voting Power means, with respect to any Person, the exclusive ability to control, through the ownership of shares of capital stock, partnership interests, membership interests or otherwise, the election of members of the board of directors or other similar governing body of such Person. The holding of a designated percentage of Voting Power of a Person means the ownership of shares of capital stock, partnership interests, membership interests or other interests of such Person sufficient to control exclusively the election of that percentage of the members of the board of directors or similar governing body of such Person.

  • 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.

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

  • 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.

  • Total Number of Directors means the total number of directors comprising the Board from time to time.

  • Subordinate Voting Shares means the subordinate 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.

  • Existing Preferred Stock means, collectively, the outstanding shares of the Series E 6% Convertible Preferred Stock of the Corporation.

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Class A Preferred Shares shall have the meaning ascribed to it in Section 2.4(a).

  • Preferred Stock as applied to the Capital Stock of any corporation, means Capital Stock of any class or classes (however designated) which is preferred as to the payment of dividends, or as to the distribution of assets upon any voluntary or involuntary liquidation or dissolution of such corporation, over shares of Capital Stock of any other class of such corporation.

  • majority of the outstanding shares means the lesser of (a) sixty-seven percent (67%) or more of the shares present at a meeting if more than fifty percent (50%) of these shares are present or represented by proxy, or (b) more than fifty percent (50%) of the outstanding shares.

  • Class A Preferred Stock means the Class A Preferred Stock of the Company, par value $0.0001 per share.

  • Preferred Share means a share of stock of the General Partner of any class or series now or hereafter authorized or reclassified that has dividend rights, or rights upon liquidation, winding up and dissolution, that are superior or prior to the REIT Shares.

  • Series A Preferred Shares means the Series A Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Preferred Shareholders means the holders of Preferred Shares.

  • 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;

  • 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.

  • Series F Preferred Shares means the Series F Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series G Preferred Stock means the Corporation's Series G Convertible Preferred Stock, par value $0.004 per share.

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.

  • Series A Preference Shares means the Series A Preference Shares of £0.05 each in the capital of the Company.