Approval of Charter Amendment Sample Clauses

Approval of Charter Amendment. The Board of Directors of the Company shall have approved a charter amendment that increases the Company's authorized Common Stock from 60,000,000 shares to 75,000,000 shares, and the Board of Directors of the Company shall have authorized and directed the Company's management to obtain the required approval of the Company's stockholders of such charter amendment in accordance with applicable law and the rules of the American Stock Exchange.
Sample 1
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Approval of Charter Amendment. MFC's Board of Directors shall have approved an amendment to MFC's Articles of Incorporation to authorize issuance of the MFC Series B Preferred Stock, and that amendment shall have been effected through the filing of appropriate Articles of Amendment with the North Carolina Secretary of State.
Sample 1
Approval of Charter Amendment. As promptly as practicable after the execution of this Agreement, the Company shall take all actions necessary under the Delaware General Corporation Law, the rules and regulations of the Commission and any applicable Trading Market and otherwise under applicable Laws to call a special meeting of the stockholders of the Company, for the purpose of soliciting stockholder approval of an amendment to the certificate of incorporation of the Company (the “Charter Amendment”) providing for (i) a reverse stock split of the Company’s issued and outstanding shares of Common Stock at a ratio to be determined and mutually agreed upon by the parties; and (ii) the increase in the authorized shares of Common Stock of the Company from 350,000,000 shares to 2,156,500,000 shares. In connection with such special meeting of the stockholders, the Company shall prepare and file with the Commission such preliminary and definitive proxy statements (and any amendments thereto) and make any notifications or filings required by any applicable Trading Market as may be necessary to properly call the special meeting of stockholders. All such filings and notifications shall be in compliance with all applicable Commission and Trading Market rules and regulations. The Company shall use its best efforts to solicit its stockholders approval of the Charter Amendment. The Company shall be obligated to seek to obtain such approval within ninety (90) days from the date hereof. Upon obtaining stockholder approval, the Company shall file the Charter Amendment with the Secretary of State of Delaware.
Sample 1
Approval of Charter Amendment. The Borrower shall have delivered to the Borrowers evidence that NatualNano’s board of directors has approved, subject to stockholder approval, the amendment to NaturalNano’s certificate of incorporation set forth in Section 7.13 of this Agreement.
Sample 1
Approval of Charter Amendment. As promptly as practicable after the execution of this Agreement, the Company shall take all actions necessary under the New Jersey Corporation Act, the rules and regulations of the Commission and any applicable stock exchange or market and otherwise under applicable laws to call a special meeting of the shareholders of the Company, for the purpose of soliciting shareholder approval of an amendment to the articles of incorporation of the Company (the “Amendment”) providing for the increase in the authorized shares of Common Stock of the Company to an amount that is sufficient to permit the Subscriber to convert all of the Shares of Series A Preferred Stock acquired hereunder. In connection with such special meeting of the shareholders, the Company shall prepare and file with the Commission such preliminary and definitive proxy statements (and any amendments thereto) and make any notifications or filings required by any applicable stock exchange or market as may be necessary to properly call the special meeting of shareholders. All such filings and notifications shall be in compliance with all applicable Commission and stock exchange or market rules and regulations. The Company shall use its best efforts to solicit its shareholders’ approval of the Amendment. The Company shall be obligated to seek to obtain such approval on or before January 31, 2018. Upon obtaining shareholder approval, the Company shall file the Amendment with the Secretary of State of New Jersey.
Sample 1
Approval of Charter Amendment. Bancshares' Board of Directors and ----------------------------- shareholders shall have approved an amendment to Bancshares' Articles of Incorporation to authorize the name change of (i) Bancshares to "United Community Banks, Inc.", and that amendment should have been effected through filing of appropriate Articles of Amendment with the North Carolina Secretary of State, and (ii) an amendment to the bylaws of Bancshares to reduce the minimum number of directors from nine (9) to eight (8).
Sample 1

Related to Approval of Charter Amendment

  • Charter Amendment The Company shall have filed the Charter Amendment with the Secretary of State of the State of Delaware, and such Charter Amendment shall be effective.

  • Charter Amendments Amend, or permit any of its Subsidiaries to amend, its certificate of incorporation or bylaws in any material respect.

  • Approval of Merger The Merger shall be governed by Section 251(h) of the DGCL and shall be effected by Parent, Merger Sub and the Company as soon as practicable following the consummation of the Offer, without a vote of the stockholders of the Company, pursuant to Section 251(h) of the DGCL.

  • Approval of Agreement The Board of Directors of the Company has authorized the execution and delivery of this Agreement by the Company and has approved this Agreement and the transactions contemplated hereby.

  • Vote/Approval Required No vote or consent of the holders of any class or series of capital stock of Parent is necessary to approve this Agreement or the Merger or the transactions contemplated hereby. The vote or consent of Parent as the sole stockholder of Merger Sub (which shall have occurred prior to the Effective Time) is the only vote or consent of the holders of any class or series of capital stock of Merger Sub necessary to approve this Agreement or the Merger or the transactions contemplated hereby.

  • Waiver of Notice; Approval of Meeting; Approval of Minutes The transactions of any meeting of Limited Partners, however called and noticed, and whenever held, shall be as valid as if it had occurred at a meeting duly held after regular call and notice, if a quorum is present either in person or by proxy. Attendance of a Limited Partner at a meeting shall constitute a waiver of notice of the meeting, except when the Limited Partner attends the meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened; and except that attendance at a meeting is not a waiver of any right to disapprove the consideration of matters required to be included in the notice of the meeting, but not so included, if the disapproval is expressly made at the meeting.

  • Approval of Plan Approval of the Plan by the Commissioner of Internal Revenue as referred to in 17.1 means a continuing approval sufficient to establish that the Plan and related trust(s) are at all times qualified and exempt from income tax under Section 401(a) and other applicable provisions of the Internal Revenue Code of 1986, and that contributions made by the Company under the Plan are deductible for income tax purposes in accordance with law. The cognizant governmental authorities referred to in 17.1 include, without limitation, the Department of Labor, the Pension Benefit Guaranty Corporation and the Securities and Exchange Commission, and their approval means their confirmation with respect to any matter within their regulatory authority that the Plan does not conflict with applicable law.

  • Merger, Amendments; Etc THIS AGREEMENT, TOGETHER WITH THE OTHER LOAN DOCUMENTS, REPRESENTS THE FINAL AGREEMENT BETWEEN THE PARTIES AND MAY NOT BE CONTRADICTED BY EVIDENCE OF PRIOR, CONTEMPORANEOUS OR ORAL AGREEMENTS OF THE PARTIES. THERE ARE NO UNWRITTEN AGREEMENTS BETWEEN THE PARTIES. No waiver of any provision of this Agreement, and no consent to any departure by any Grantor herefrom, shall in any event be effective unless the same shall be in writing and signed by Agent, and then such waiver or consent shall be effective only in the specific instance and for the specific purpose for which given. No amendment of any provision of this Agreement shall be effective unless the same shall be in writing and signed by Agent and each Grantor to which such amendment applies.

  • Waiver of Notice; Approval of Meeting Whenever notice to the Members is required to be given under this Agreement, a written waiver, signed by the Person entitled to notice, whether before or after the time stated therein, shall be deemed equivalent to notice. Attendance of a Person at any such meeting of the Members shall constitute a waiver of notice of such meeting, except when the Person attends a meeting for the express purpose of objecting, at the beginning of the meeting, to the transaction of any business because the meeting is not lawfully called or convened. Neither the business to be transacted at, nor the purpose of, any regular or special meeting of the Members need be specified in any written waiver of notice unless so required by resolution of the Board. All waivers and approvals shall be filed with the Company records or made part of the minutes of the meeting.

  • Amendment of Bylaws These bylaws may be altered, amended or repealed, and new bylaws made, by the Board of Directors, but the stockholders may make additional bylaws and may alter and repeal any bylaws whether adopted by them or otherwise.

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