WBCL definition
Examples of WBCL in a sentence
Centre shall use its reasonable best efforts to obtain the Requisite Centre Shareholder Approval to consummate the Merger and the other transactions contemplated hereby, and shall ensure that the Centre Meeting is called, noticed, convened, held and conducted, and that all proxies solicited by Centre in connection with the Centre Meeting are solicited in compliance in all material respects with the WBCL, the articles of incorporation and bylaws of Centre, and all other applicable legal requirements.
The board of directors of Centre has directed that this Agreement be submitted to Centre’s shareholders for approval at a meeting of the shareholders and, except for the receipt of the Requisite Centre Shareholder Approval in accordance with the WBCL and Centre’s articles of incorporation and bylaws, no other vote or action of the shareholders of Centre is required by Law, the articles of incorporation or bylaws of Centre or otherwise to approve this Agreement and the transactions contemplated hereby.
If any Dissenting Shareholder shall fail to perfect or effectively withdraw or lose such Holder’s dissenter’s rights under the applicable provisions of the WBCL, each such Dissenting Share shall be deemed to have been converted into and to have become exchangeable for, the right to receive the Merger Consideration, without any interest thereon, in accordance with the applicable provisions of this Agreement.
The Merger shall become effective as set forth in the articles of merger (the “Articles of Merger”) related to the Merger, which will include the plan of merger (the “Plan of Merger”), that shall be filed with the WDFI-Corporations, as provided in the WBCL, on the Closing Date.
Centre shall give BFC (i) prompt notice of any written notices to exercise dissenters’ rights in respect of any shares of Centre Common Stock, attempted withdrawals of such notices and any other instruments served pursuant to the WBCL and received by Centre relating to dissenters’ rights and (ii) the opportunity to participate in negotiations and proceedings with respect to demands for fair value under the WBCL.