Board Approvals. (i) The Board of Directors of Parent, by resolutions duly adopted at a meeting duly called and held, has approved the transactions contemplated by this Agreement, including the Merger. No other corporate proceedings on the part of Parent are necessary to authorize the transaction contemplated by this Agreement. (ii) The Board of Directors of Merger Sub has duly (A) determined that this Agreement and the Merger are advisable and in the best interests of Merger Sub and its stockholder and (B) approved this Agreement and the Merger. No other corporate proceedings on the part of Merger Sub are necessary to authorize the transactions contemplated by this Agreement other than as described in Section 3.2(h).
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Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Great Lakes Dredge & Dock Corp)
Board Approvals. (ia) The Board board of Directors directors of Parent, by resolutions duly adopted at a meeting duly called and held, has approved the transactions contemplated by this Agreement, including the Merger. No other corporate proceedings on the part of Parent are necessary to authorize the transaction contemplated by this Agreement.
(iib) The Board board of Directors directors of Merger Sub has duly (Ai) determined that this Agreement and the Merger are advisable and in the best interests of Merger Sub and its stockholder and (Bii) approved this Agreement and the Merger. No Except for the consent of Parent, as the sole stockholder of Merger Sub, no other corporate proceedings on the part of Merger Sub are necessary to authorize the transactions contemplated by this Agreement other than as described in Section 3.2(h)Agreement.
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Board Approvals. (ia) The Board board of Directors directors of ParentBuyer, by resolutions duly adopted at a meeting duly called and held, has approved the transactions contemplated by this AgreementTransactions, including the Merger. No other corporate proceedings on the part of Parent Buyer are necessary to authorize the transaction contemplated by this Agreement.
(iib) The Board of Directors sole member of Merger Sub has duly (Ai) determined that this Agreement and the Merger are advisable and in the best interests of Merger Sub and its stockholder sole member and (Bii) approved this Agreement and the Merger. No other corporate proceedings on the part of Merger Sub are necessary to authorize the transactions contemplated by this Agreement other than as described in Section 3.2(h)Transactions.
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Samples: Agreement and Plan of Merger (Primoris Services Corp)
Board Approvals. (i) The Board of Directors of Parent, by resolutions duly adopted at a meeting duly called and heldheld (or by a written consent in lien thereof), has approved the transactions contemplated by this Agreement, including the Merger. No other corporate proceedings on the part of Parent are necessary to authorize the transaction contemplated by this Agreement.
(ii) The Board of Directors of Merger Sub has duly (A) determined that this Agreement and the Merger are advisable and in the best interests of Merger Sub and its stockholder and (B) approved this Agreement and the Merger. No other corporate proceedings on the part of Merger Sub are necessary to authorize the transactions contemplated by this Agreement other than as described in Section 3.2(h).
Appears in 1 contract
Samples: Merger Agreement (Airxcel Inc)
Board Approvals. (ia) The Board of Directors of Parent, by resolutions duly adopted at a meeting duly called and held, has approved the transactions contemplated by this Agreement, including the Merger. No other corporate proceedings on the part of Parent are necessary to authorize the transaction contemplated by this Agreement.
(iib) The Board of Directors of Merger Sub has duly (Ai) determined that this Agreement and the Merger are advisable and in the best interests of Merger Sub and its stockholder and (Bii) approved this Agreement and the Merger. No other corporate proceedings on the part of Merger Sub are necessary to authorize the transactions contemplated by this Agreement other than as described in Section 3.2(h)4.8.
Appears in 1 contract
Samples: Agreement and Plan of Merger (SFBC International Inc)
Board Approvals. (ia) The Board board of Directors directors of ParentBuyer, by resolutions duly adopted by written consent or at a meeting duly called and held, has approved the transactions contemplated by this AgreementTransactions, including the Merger. No other corporate proceedings on the part of Parent Buyer are necessary to authorize the transaction contemplated by this AgreementTransactions.
(iib) The Board board of Directors directors of Merger Sub has duly (Ai) determined that this Agreement and the Merger are advisable and in the best interests of Merger Sub and its stockholder and (Bii) approved this Agreement and the Merger. No Except for the consent of the sole stockholder of Merger Sub, no other corporate proceedings on the part of Merger Sub are necessary to authorize the transactions contemplated by this Agreement other than as described in Section 3.2(h)Transactions.
Appears in 1 contract
Samples: Merger Agreement (Stryker Corp)