Stockholder Action definition

Stockholder Action has the meaning specified in Section 7.10.
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Stockholder Action means the stockholder action by written consent executed by the requisite Holders of Common Stock on March 6, 2002.
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Stockholder Action means any nomination for election as a director of the Company or any proposal, in each case submitted to the holders of Common Shares for approval at any annual or special meeting (however noticed or called).
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Examples of Stockholder Action in a sentence

  • Section 7.3 Stockholder Action by Written Consent Without a Meeting.

  • The current ICE Certificate also provides that the affirmative vote of holders of not less than 662⁄3% of the outstanding shares of common stock entitled to vote thereon is required in order to amend or repeal Article V, (Limitations on Voting and Ownership), Article VI, Sections B (Number of Directors) or G (Considerations of the Board of Directors), Article IX (Stockholder Action), or Article X (Amendments), Clause (A).

  • It is a predominantly agricultural area with numerous small settlements scattered throughout the area as well as several other lakes.

  • Stockholder Action: Any action required or permitted to be taken by the stockholders of the Corporation must be effected at a duly called annual or special meeting of such holders and may not be effected by any consent in writing by such holders.

  • A change of a few millimetres in this value has little influence on sight distance but a similar change in the height assumed for an object on the road does make a significant difference.

  • Claims” means any and all claims arising out of or relating to Lead Plaintiffs’, the Class Members’, and Class Plaintiffs’ Counsel’s, filing, prosecution and settlement of the Consolidated Stockholder Action; provided, however, that the Released Defendants’ Claims shall not include any claims to enforce the terms of the Settlement or the Stipulation.

  • The citation was returned June 13, 2012, unserved, after three due and diligent attempts.The record contains an unaddressed letter dated June 8, 2012, from the offices of Scheuermann & Jones, LLC indicating Mr. Kanuch’s status as an independent attorney and that the firm’s receptionist is “not authorized to accept service on his behalf per instructions from L.

  • If you sign the claim form, you are agreeing to a “Release of Claims,” which will bar you from ever filing a lawsuit against any Released Person to recover losses from the conduct alleged in the Stockholder Action, except to enforce the Stockholder Settlement.

  • On July 9, 2015, the Settling Parties in both the Stockholder Action and the Securities Action attended a mediation with Jed D.

  • The mediation sessions in the Stockholder Action and the Securities Action were conducted separately.


More Definitions of Stockholder Action

Stockholder Action means the actions consolidated under the caption In re HealthSouth Corporation Stockholder Litigation, No. CV-03-BE-1501-S.
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Stockholder Action means any action, suit, demand, proceeding, investigation or claim by any holder of Company Stock for actions or omissions by the Company or any of its directors, officers, employees, stockholders, affiliates or agents relating to the transactions contemplated by this Agreement based upon misrepresentation, lack of disclosure, oppression, duress, noncompliance with any Legal Requirement or otherwise in connection with this Agreement.
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Stockholder Action means any action, claim or suit brought by one or more of the Target Stockholders relating to action taken by the Target prior to the Closing, including, without limitation, with respect to the matters described in Item 1 of Part 2.1 of the Seller Disclosure Letter.
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Stockholder Action has the meaning set forth in Section 1.1(a)(i).
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Stockholder Action means any action taken by a Holder, directly or indirectly, whether individually or by acting jointly or in concert with any other person, to: (i) seek to requisition or call a special meeting of the stockholders of the Company; (ii) obtain further representation on, or nominate or propose the nomination of any candidate (other than such Holder’s own Nominee nominated in accordance with Section 2.1(b) or Section 2.4) for election to, the Board; or (iii) otherwise alter the size or composition of the Board.
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Stockholder Action mean the action taken, where required or permitted pursuant to this Agreement, by the holders of a majority of Stockholder Securities.
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Related to Stockholder Action

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

  • Parent Stockholders Meeting has the meaning set forth in Section 6.2(b).

  • Company Stockholders Meeting has the meaning set forth in Section 6.2(a).

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

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

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

  • 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 Meeting means the meeting of the holders of shares of Company Common Stock for the purpose of seeking the Company Stockholder Approval, including any postponement or adjournment thereof.

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

  • 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 Associated Person of any stockholder means (A) any person controlling, directly or indirectly, or acting in concert with, such stockholder, (B) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such stockholder or (C) any person directly or indirectly controlling, controlled by or under common control with such Stockholder Associated Person.

  • Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).

  • 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.

  • Stockholders Meeting shall have the meaning set forth in Section 6.2(c).

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

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Company Shareholder Meeting has the meaning set forth in Section 5.13(b).

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Stockholder Shares means the shares of common stock of the Company issued to Stockholder in accordance with the terms and conditions of the Reorganization Agreement, including such shares of common stock of the Company transferred from Stockholder to The Cendant Charitable Foundation, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.

  • Stockholder Meeting means each annual or special meeting of stockholders of the Company, or any other meeting of stockholders held in lieu thereof, and any adjournment, postponement, reschedulings or continuations thereof; (k) the term “Synthetic Equity Interests” means any derivative, swap or other transaction or series of transactions engaged in by such person, the purpose or effect of which is to give such person economic risk similar to ownership of equity securities of any class or series of the Company, including due to the fact that the value of such derivative, swap or other transactions are determined by reference to the price, value or volatility of any shares of any class or series of the Company’s equity securities, or which derivative, swap or other transactions provide the opportunity to profit from any increase in the price or value of shares of any class or series of the Company’s equity securities, without regard to whether (i) the derivative, swap or other transactions convey any voting rights in such equity securities to such person; (ii) the derivative, swap or other transactions are required to be, or are capable of being, settled through delivery of such equity securities; or (iii) such person may have entered into other transactions that hedge or mitigate the economic effect of such derivative, swap or other transactions; and (l) the term “Third Party” refers to any person that is not a Party, a member of the Board, a director or officer of the Company, or legal counsel to any Party. In this Agreement, unless a clear contrary intention appears, (i) the word “including” (in its various forms) means “including, without limitation;” (ii) the words “hereunder,” “hereof,” “hereto” and words of similar import are references in this Agreement as a whole and not to any particular provision of this Agreement; (iii) the word “or” is not exclusive; (iv) defined terms used in the singular include the plural and vice versa; and (v) references to “Sections” in this Agreement are references to Sections of this Agreement unless otherwise indicated.

  • Business Combination Transaction means:

  • Business Combination Proposal has the meaning set forth in Section 5.8.

  • Disinterested Shareholder means a shareholder that is not an Insider to whom options may be granted under the Plan and they are not an Associate of any Insider.

  • Majority Stockholders means any Stockholder or combination of Stockholders who at the date of this Agreement own shares of Company Common Stock representing more than two-thirds of the total number of shares of Company Common Stock outstanding at the date of this Agreement.

  • Acquisition Transaction has the meaning set forth in Section 5.09(a).