Agreed Dividend Policy. Years 1-3 after Closing: The Company will pay a quarterly dividend to all Stockholders of record (as of the dates set by the Board) of $460.00/Share. Years 4-6 after Closing: The Company will pay a quarterly dividend to all Stockholders of record (as of the dates set by the Board) of an amount not to exceed the lesser of (a) $950.00/Share or (b) a total quarterly dividend not to exceed 16% of the net income of CMI. The amount of dividend is to be approved by a majority vote of the Independent Directors and the Unilever Directors, voting together. This Agreed Dividend Policy is subject to compliance with the DGCL and the terms of the Financing Agreements. CMI and its Subsidiaries will be authorized to upstream to the Company the amount of cash required to pay the declared quarterly dividends. Holdco and the Company agree and acknowledge that 10.5% of all dividends received by Holdco pursuant to this Agreed Dividend Policy shall be allocated for the sole purpose of satisfying obligations to employees under the Management Plan Documents.
Appears in 5 contracts
Samples: Stockholders Agreement (Johnsondiversey Holdings Inc), Stockholders Agreement (Johnsondiversey Inc), Stockholders Agreement (Johnsondiversey Inc)