Share Structure. The authorized share structure of Amalco shall consist of an unlimited number of Amalco Common Shares, without nominal or par value and without any special rights or restrictions.
Share Structure. 3.4.1 The number of shares in the capital of the Amalgamated Company (after the conversion of the B2 Pubco Shares held by HoldCo into shares in the capital of the Amalgamated Company pursuant to paragraph 3.5.1 below and the cancellation of all the PG Shares held by the PG Shareholders pursuant to paragraph 3.5.2 below) will be [●] ordinary shares, all of which will be held by HoldCo.
Share Structure. (a) Section 4.2(a) of the Company Schedule of Exceptions sets out the full and complete capital structure of the Company as on the date of this Agreement and as of the period immediately prior to Closing including but not limited to (i) the total number of Ordinary Shares; (ii) the total number of A Ordinary Shares; (iii) the Company Warrant; and (iv) the Company Options (including details of vested and unvested Company Options); and (v) the Company Share Awards. The shares of the Company consists of 35,000,000 authorized shares divided into (i) 31,418,979 authorized Ordinary Shares, of which 12,231,717 Ordinary Shares were issued and outstanding as of the close of business on the date hereof, (ii) 3,581,021 authorized Ordinary A Shares, of which 3,581,021 Ordinary A Shares were issued and outstanding as of the close of business on the date hereof. All of the issued and outstanding Ordinary Shares and Ordinary A Shares have been duly authorized and are validly issued, fully paid and nonassessable and are free and clear of any Liens. The Company has no Ordinary Shares or Ordinary A Shares reserved for issuance, except that, as of the date hereof, there were 5,051,504 Ordinary Shares reserved for issuance pursuant to the Company’s Equity Plans and 300,000 Ordinary Shares reserved for issuance pursuant to the Company Warrant. All of the outstanding shares of capital stock of each of the Company’s Subsidiaries is duly authorized, validly issued, fully paid and nonassessable and owned by the Company or by a direct or indirect wholly owned Subsidiary of the Company, free and clear of any Liens other than Permitted Liens. Except to the extent set forth in this Section 4.2(a) above and in the applicable Organizational Documents and as otherwise set forth in Section 4.2(a) of the Company Schedule of Exceptions, there are no preemptive or other outstanding rights, options, warrants, conversion rights, redemption rights, repurchase rights, or other rights of any kind that obligate the Company or any of its Subsidiaries to issue or to sell any shares of capital stock or other securities of the Company or any of its Subsidiaries or any securities or obligations convertible or exchangeable into or exercisable for, or giving any Person a right to subscribe for or acquire, any securities of the Company or any of its Subsidiaries, and no securities or obligations evidencing such rights are authorized, issued or outstanding. Upon any issuance of any Ordinary Shares in accor...
Share Structure. This Corporation is authorized to issue two classes of stock to be designated, respectively, "Common Stock" and "Preferred Stock." The total number of shares which the Corporation is authorized to issue is 9,500,000 shares, of which 6,000,000 shares are Common Stock, $.0001 par value per share, and 3,500,000 shares are Preferred Stock, $1.00 par value per share. The Preferred Stock may be issued from time to time in one or more series with distinctive serial designations, at such purchase prices and with such relative rights, preferences, privileges and restrictions as are determined from time to time by the Board of Directors. The shares of each series of Preferred Stock may vary from the shares of any other series of Preferred Stock in the Conversion Rate, Conversion Value, Conversion Price and any other factors which are determined by the price per share paid for such Preferred Stock, and as to redemption rights, if any, and voting rights, if any, but shall otherwise be identical. The Board of Directors may create any such series of Preferred Stock by resolution duly adopted pursuant to authority hereby granted. On the date this document is filed with the Delaware Secretary of State, (i) 262,500 shares of Preferred Stock issued and outstanding are known and previously have been designated as Series A Convertible Preferred Stock ("Series A Preferred Stock"), (ii) 454,888 shares of Preferred Stock, of which 454,888 shares are issued and outstanding, are known and previously have been designated as Series B Convertible Preferred Stock ("Series B Preferred Stock"), (iii) 516,072 shares of Preferred Stock, of which 428,572 shares are issued and outstanding, are known and designated as Series C Convertible Preferred Stock ("Series C Preferred Stock"), (iv) 727,500 shares of Preferred Stock, of which 701,755 shares are issued and outstanding, are known and designated as Series D Convertible Preferred Stock ("Series D Preferred Stock"), and (v) 706,396 shares of Preferred Stock, of which 697,675 shares are issued and outstanding, are known and designated as Series E Convertible Preferred Stock ("Series E Preferred Stock"). A total of 675,630 shares of Preferred Stock shall be known and designated as Series F Convertible Prepared Stock ("Series F Preferred Stock"). The Board of Directors from time to time may increase or decrease the number of shares of any series, but not, in the case of a decrease, to a number less than the number of shares of such series then...
Share Structure. While OTCQB Standards do not require a minimum public float, OTC Markets Group evaluates the share structure and insider holdings of all applicants. Shares Authorized: 500,000,000 Date: 09/30/17 Total Shares Outstanding: 104,014,157 Date: 09/30/17 Public Float (see Definition on page 8): 56,826,071 Date: 09/30/17 Identity Verification & Ownership of Company Officers, Directors and Control Persons OTC Markets Group will use the information below to conduct verification and public records searches of the contacts listed on this page and may also request additional information, including Personal Information Forms. We will not share this information with any third party, except in response to an order or request from a court or governmental agency. Company Officers: Position Full Legal Name Birth Date Home Address Number of Shares Beneficially Owned % Shares Beneficially Owned CEO Xxxxx Xxxx 9/4/61 0000 Xxx Xxxx, Houston, Texas 77098 11,750,000 11.3% CFO Xxxx Xxxxx 3/28/68 0000 Xxx Xxxx, Houston, Texas 77098 0 0% Chairman/Chairwoman: Full Legal Name Birth Date Home Address Independent Director (Y/N) Committee Membership (A/N/C) Number of Shares Beneficially Owned % Shares Beneficiall y Owned Xxxxx Xxxx 9/4/61 0000 Xxx Xxxx, Houston, Texas 77098 N 11,750,000 11.3% Members of the Board of Directors: Use the following key for Committee Membership: A - Audit Committee Member N – Nominating Committee Member C – Compensation Committee Member Full Legal Name Birth Date Home Address Independent Director (Y/N) Committee Membership (A/N/C) Number of Shares Beneficially Owned % Shares Beneficiall y Owned Xxxxx Xxxx 9/4/61 0000 Xxx Xxxx, Houston, Texas 77098 N 11,750,000 11.3% Control Persons: Complete this section for all beneficial owners, not already listed above, of more than five percent (5%) of any class of the Company’s equity securities. If any beneficial owner is a corporate entity, please list the name of the entity and names of the person(s) owning or controlling that corporate entity. Full Legal Name Birth Date Home Address Number of % Shares (and any aliases) Shares Beneficially Beneficially Owned Owned Note: If you require more space than provided on this page, please attach a supplementary page for the requested information. Service Providers and Company Contacts
Share Structure. 2.01. The corporation is authorized to issue 250 units divided into two classes. The designation of each class, the number of shares of each class, and the par value of the shares of each class are as follows:
Share Structure. To the best knowledge of the Seller, the share structure of the Company and the information disclosed in this Agreement regarding the Company and (where applicable) its Controlled Affiliates are complete, authentic and accurate. To the best knowledge of the Seller, all of the outstanding shares of capital stock and other ownership interests of each of the Company and its Controlled Affiliates are validly issued, fully paid and all such shares and other ownership interests owned directly or indirectly by the Company or its Controlled Affiliates are owned free and clear of all material Encumbrances and there are no outstanding options, rights, entitlements, understandings or commitments (contingent or otherwise) regarding the right to repurchase, redeem or otherwise acquire any such shares of capital stock or other ownership interests in any of its Controlled Affiliates, except those disclosed in the Disclosed Documents or publicly disclosed by the Seller. Except as disclosed in the Disclosed Documents, there are no options, warrants, purchase rights, subscription rights, conversion privileges, exchange rights or preemptive rights or other rights, agreements, arrangements or other commitments of a similar nature to which the Company or any of its Controlled Affiliates is bound relating to the issued or unissued share capital of the Company or such Controlled Affiliates or obligating the Company or any of its Controlled Affiliates to issue any shares of, or other equity interest in, the Company or the Controlled Affiliates or securities or obligations of any kind convertible into or exchangeable for any shares of the Company, any Controlled Affiliates or any other Person, nor is there outstanding any stock appreciation rights, phantom equity or similar rights, agreements, arrangements or commitments based upon the book value, income or any other attribute of the Company or any of its Controlled Affiliates. There are no outstanding bonds, debentures or other evidences of indebtedness of the Company or any of its Controlled Affiliates having the right to vote (or that are convertible for, exercisable into or exchangeable for securities having the right to vote) on any matter on which the holders of the Company shares may vote
Share Structure. 3.4.1 The number of shares in the capital of the Amalgamated Company (after the conversion of the SAPL Shares held by SAC into shares in the capital of the Amalgamated Company pursuant to paragraph 3.5.1 below and the cancellation of all the DAB Shares held by the DAB Shareholders pursuant to paragraph 3.5.2 below) will be one (1) ordinary share, all of which will be held by SAC.
Share Structure. Senticore is a corporation organized and existing --------------- pursuant to the laws of the State of Delaware. POKG is a corporation organized and existing pursuant to the laws of the State of Florida. Senticore has Two Hundred Million (200,000,000) Shares authorized and approximately One Hundred Fifteen Million (115,000,000) Shares outstanding. POKG has One Hundred Million (100,000,000) Shares authorized and approximately Sixty-three Million Six Hundred Thousand (63,600,000) Shares outstanding.
Share Structure. Once the Company has exercised the mentioned options to purchase and subscribe shares, the share structure of the mining partnership set up pursuant to letter A1 of this clause will be divided into 1,500 Series A shares subscribed by the Company and 1,500 Series B shares subscribed by the Proprietors.
