Shareholder Approval Requirement definition

Shareholder Approval Requirement means (i) the terms of Conditions 4(f) (Rate of interest following a Change of Control Call Event) and 5(b)(vi) (Redemption following a Change of Control Call Event) have been approved by a shareholders’ meeting of the Guarantor, and (ii) such resolution has been filed with the Clerk of the Commercial Court of Brussels (griffie van de rechtbank van koophandel/greffe du tribunal de commerce), and evidence of the filing of such resolution with the Clerk of the Commercial Court of Brussels (griffie van de rechtbank van koophandel/greffe du tribunal de commerce) has been provided to the Fiscal Agent by the Guarantor (and the date on which the Shareholder Approval Requirement shall be satisfied shall be date on which the Fiscal Agent has received such evidence).
Sample 1Sample 2
Shareholder Approval Requirement means (i) the terms of Condition 5(c) (Redemption and Purchase – Redemption at the option of Bondholders following a Change of Control) below have been approved by the shareholders of the Parent in a general shareholders' meeting, and (ii) such resolution has been filed with the Clerk of the Commercial Court of Brussels (griffie van de rechtbank van koophandel/greffe du tribunal de commerce), and evidence of the filing of such resolution with the Clerk of the Commercial Court of Brussels (griffie van de rechtbank van koophandel/greffe du tribunal de commerce) has been provided to the Trustee by the Issuer (and the date on which the Shareholder Approval Requirement shall be satisfied shall be date on which the Trustee has received such evidence);
Sample 1Sample 2
Shareholder Approval Requirement shall have the meaning ascribed to such term in Section 4.21.
Sample 1Sample 2

Examples of Shareholder Approval Requirement in a sentence

  • The execution and delivery by Buyer of this Agreement, the Ancillary Agreements and the Warrant, and the consummation by Buyer of the transactions contemplated hereby and thereby, have been duly and validly authorized by all necessary corporate action on the part of Buyer (provided that the Proposals are subject to satisfaction of the Shareholder Approval Requirement).

  • Buyer has all requisite power and authority to execute and deliver this Agreement, the Ancillary Agreements and the Warrant and to perform its obligations hereunder and thereunder (provided that the Proposals are subject to satisfaction of the Shareholder Approval Requirement).

  • If the Shareholder Approval Requirement is complied with or if a waiver of or exception to the Shareholder Approval Requirement is obtained, the conversion rights of the holders of the Series E Shares shall be reinstated.

  • Grant of the portion of the Additional PSU Award which exceeds the 153,000 target award level is subject to and contingent upon satisfaction of the Shareholder Approval Requirement.

  • The execution, delivery and performance of this Agreement and the consummation of the Merger and of the other transactions contemplated hereby have been duly and effectively authorized by all necessary corporate action on the part of Company, and no other corporate proceedings on the part of Company are necessary to authorize this Agreement or to consummate the transactions contemplated hereby (other than the "Shareholder Approval Requirement" as defined in Section 4.09).

  • If, by May 3, 2002, the Company shall have failed to satisfy the Shareholder Approval Requirement, a "Default," as that term is used in the Certificate, shall be deemed to have occurred and such Default shall continue until such Shareholder Approval Requirement shall have been satisfied.

  • Subject to the Shareholder Approval Requirement, pursuant to the terms of the Plan, the Executive will be granted, within 10 days of commencing employment, a deferred issuance stock award covering eighty thousand (80,000) shares of the Company’s common stock (the “Stock Award”).

  • If, by February 28, 2002, the Company shall have failed to satisfy the Shareholder Approval Requirement, a "Default," as that term is used in the Certificate, shall be deemed to have occurred and such Default shall continue until such Shareholder Approval Requirement shall have been satisfied.


More Definitions of Shareholder Approval Requirement

Shareholder Approval Requirement is defined in Section 6.1(f)(xiv).
Sample 1
Shareholder Approval Requirement means (i) the issuance of such securities would require shareholder approval under the listing requirements of the NYSE or the TSX or any other securities exchange upon which the Common Shares are then listed solely as a result of the issuance of the securities to the Buyer in such transaction and (ii) the Company would not be required to seek any shareholder approval in connection with the transaction but for issuance of such securities to the Buyer.
Sample 1

Related to Shareholder Approval Requirement

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Shareholder Approval Date means the date on which this Plan is approved shareholders of the Company eligible to vote in the election of directors, by a vote sufficient to meet the requirements of Code Sections 162(m) (if applicable) and 422, Rule 16b-3 under the Exchange Act (if applicable), applicable requirements under the rules of any stock exchange or automated quotation system on which the Shares may be listed on quoted, and other laws, regulations and obligations of the Company applicable to the Plan.

  • Requisite Shareholder Approval shall have the meaning set forth in Section 4.3(a).

  • Parent Shareholder Approval means the approval of the Parent Share Issuance by the affirmative vote of a majority of the Parent Common Shares entitled to vote thereon and present in person or represented by proxy at the Parent Shareholder Meeting in accordance with applicable securities Laws, the rules and regulations of the NYSE and the TSX, as applicable, the ABCA and the Organizational Documents of Parent.

  • Stockholder Approval Date means the date on which Stockholder Approval is received and deemed effective under Delaware law.

  • Shareholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the shareholders of the Company with respect to the transactions contemplated by the Transaction Documents, including the issuance of all of the Shares and Warrant Shares in excess of 19.99% of the issued and outstanding Common Stock on the Closing Date.

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Stockholder Approval has the meaning set forth in Section 4.5.

  • Requisite Stockholder Approval means the affirmative vote of the holders of a majority of that company’s issued and outstanding shares entitled to vote on the Merger actually voting in favor of this Agreement and the Merger.

  • Disinterested Shareholder Approval means approval by a majority of the votes cast by all the Company’s shareholders at a duly constituted shareholders’ meeting, excluding votes attached to Common Shares beneficially owned by Insiders who are Service Providers or their Associates;

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Required Approval has the meaning specified in Section 2.2(b).

  • Parent Stockholder Approval has the meaning set forth in Section 5.2.

  • IRB approval means the determination of the IRB that the research has been reviewed and may be conducted at an institution within the constraints set forth by the IRB and by other institutional and federal requirements.

  • Requisite Approval means the affirmative vote of the holders of at least a majority of the shares of outstanding Company Common Stock and outstanding Company Preferred Stock voting as a single class.

  • Pre-approval means written notification via a pre-approval letter to Customer that Ameren Illinois has reviewed Customer's Application and determined that the project meets the program eligibility requirements for a maximum pre-approved incentive amount if the project is completed by the estimated completion date and all final application paperwork is submitted and approved.

  • CPUC Approval means a final and non-appealable order of the CPUC, without conditions or modifications unacceptable to the Parties, or either of them, which contains the following terms:

  • HSR Approval means expiration of all applicable waiting periods under the HSR Act (including any voluntary agreed extensions) or earlier termination thereof.

  • Required Consent has the meaning set forth in Section 4.4.

  • Required Approvals shall have the meaning ascribed to such term in Section 3.1(e).

  • Conditional approval means a time-limited status that results when an approved nursing education program has failed to maintain requirements as set forth in this chapter.

  • Disclosure Statement Approval Order means the Final Order approving, among other things, the adequacy of the Disclosure Statement pursuant to section 1125 of the Bankruptcy Code.

  • Governmental Approval is any consent, authorization, approval, order, license, franchise, permit, certificate, accreditation, registration, filing or notice, of, issued by, from or to, or other act by or in respect of, any Governmental Authority.

  • Price Approval means, in any country where a Governmental Authority authorizes reimbursement for, or approves or determines pricing for, pharmaceutical products, receipt (or, if required to make such authorization, approval or determination effective, publication) of such reimbursement authorization or pricing approval or determination (as the case may be).

  • Prior Approval means written ap- proval by an authorized official evi- dencing prior consent.

  • Special Approval means approval by a majority of the members of the Conflicts Committee.