Voting Shares definition

Voting Shares means shares of any class of a corporation having under all circumstances the right to vote for the election of the directors of such corporation, provided that, for the purpose of the definition, shares which only carry the right to vote conditionally on the happening of an event shall not be considered Voting Shares whether or not such event shall have happened.

Voting Shares means the Common Shares and any other shares in the capital of the Corporation entitled to vote generally in the election of all directors.

Voting Shares means the Class A Ordinary Shares, excluding any Shares beneficially owned by the Administrator or any of its Affiliates and shares beneficially owned by a Vote Limited Member in excess of the Vote Limit.

Examples of Voting Shares in a sentence

• The Stockholder hereby irrevocably and unconditionally waives, to the fullest extent of applicable law, and agrees to cause to be waived and not to assert any appraisal rights, any dissenter’s rights and any similar rights under Section 262 of the DGCL or otherwise with respect to the Voting Shares with respect to the Transactions, the other transactions contemplated by the Merger Agreement and the Offer.

• All ownership and economic benefits of and relating to the Voting Shares shall remain vested in and belong to the applicable Stockholder.

• For the avoidance of doubt, except with respect to the obligations hereunder with respect to the Supported Matters, the Stockholder shall be entitled to vote the Voting Shares in its sole discretion.

• Notwithstanding anything to the contrary in this Section 2.2, nothing herein shall prevent the Stockholder from making any Transfers permitted under Section 5.1 or as set forth elsewhere in this Agreement to its Affiliates, provided that such Affiliates agree to be bound by the terms of this Agreement, including Section 1.1 and this Section 2.2, with respect to the Transferred Voting Shares pursuant to a Joinder (as defined below).

• Except as expressly provided in Section 3 with respect to the Rollover Shares following the consummation of the Exchange at the Exchange Time and as expressly provided in Section 1 with respect to the tender of the Covered Shares, nothing contained in this Agreement shall be deemed to vest in Parent any direct or indirect ownership or incidence of ownership of or with respect to any Voting Shares.

More Definitions of Voting Shares

Voting Shares means all securities of a company entitling the holders thereof to vote in an annual election of directors (without consideration of the rights of any class of stock, other than the common stock of the company, to elect directors by a separate class vote).

Voting Shares means, with respect to any company, shares of any class or series entitled to vote generally in the election of directors and, with respect to any entity that is not a company, any equity interest entitled to vote generally in the election of the governing body of such entity;

Voting Shares means shares that entitle their holders to vote unconditionally in elections of directors.

Voting Shares means those shares or other interests that have the power to elect the board of directors or similar governing body of an entity.

Voting Shares means all outstanding shares of any class or classes (however designated) of Capital Stock of the Borrower entitled to vote generally in the election of members of the Managing Person thereof.

Voting Shares of any Person means capital stock or other equity interests of any class or classes (however designated) having ordinary power for the election of directors or other similar governing body of such Person, other than stock or other equity interests having such power only by reason of the happening of a contingency.

Voting Shares with respect to any corporation, means the Capital Stock having the general voting power under ordinary circumstances to elect at least a majority of the board of directors (irrespective of whether or not at the time stock of any other class or classes shall have or might have voting power by reason of the happening of any contingency).