C Corporation Status Sample Clauses

C Corporation Status. The Company shall remain a C corporation.
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C Corporation Status. Without the Consent of a Majority In Interest of the Redeemable Preferred Members, the Common Member shall not, and shall not permit any of its subsidiaries to, and the Company shall not and shall not permit any of its subsidiaries to, without the express prior written consent of the Entire Interest of the Redeemable Preferred Shares, take any action to alter the classification of Calpine CCFC GP, Inc. or Calpine CCFC LP, Inc. as C corporations for United States federal income tax purposes (including by merging, converting or liquidating such entities into another entity that for United States federal income tax purposes is not a C corporation).
Sample 1
C Corporation Status. The Company operated as a real estate investment trust (a “REIT”) from January 1, 2013 through December 31, 2020. On December 2, 2021, the Company announced that its board of directors unanimously approved a plan to terminate the Company’s REIT election and become a taxable C corporation for U.S. federal income tax purposes, effective for the year ended December 31, 2021.
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C Corporation Status. The Investor understands that the Company was originally incorporated in August 1994 as an S Corporation and subsequently converted to a C Corporation in 1997.
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C Corporation Status. FRE and the Sellers will not revoke FRE's election to be taxed as an C corporation within the meaning of Code Sections 1361 and 1362. FRE and the Sellers will not take or allow any action other than the sale of FRE Common Stock pursuant to this Agreement that would result in the termination of FRE's status as a validly electing C corporation within the meaning of Code Sections 1361 and 1362.
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C Corporation Status. Buyer has elected and is a valid “C Corporation” under the Code and will maintain such status through the making of the 338(h)(10) election described in Section 6.09.
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Related to C Corporation Status

  • S Corporation Status The Company and Seller shall not revoke the Company’s election to be taxed as an S corporation within the meaning of Code § 1361 and § 1362. The Company and Sellers shall not take or allow any action that would result in the termination of the Company’s status as a validly electing S corporation within the meaning of Code § 1361 and § 1362.

  • ORGANIZATION STATUS The Dealer Manager is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, with all requisite power and authority to enter into this Agreement and to carry out its obligations hereunder.

  • S Corporation The Company has not made an election to be taxed as an "S" corporation under Section 1362(a) of the Code.

  • Foreign Status If the Authorized Participant is offering and selling Shares in jurisdictions outside the several states, territories and possessions of the United States and is not otherwise required to be registered, qualified, or a member of FINRA as set forth in the preceding paragraph, the Authorized Participant nevertheless agrees to observe the applicable laws of the jurisdiction in which such offer and/or sale is made and to conduct its business in accordance with the FINRA Conduct Rules, to the extent the foregoing relates to the Authorized Participant’s transactions in, and activities with respect to, Shares.

  • Non-Statutory Option shall mean an option not intended to satisfy the requirements of Code Section 422.

  • Non-Foreign Status Seller is not a “foreign person” as that term is used in Treasury Regulations Section 1.1445-2.

  • Limitation on Status as Investment Company Neither the Company nor any of its Subsidiaries shall become an "investment company" (as that term is defined in the Investment Company Act of 1940, as amended), or otherwise become subject to regulation under the Investment Company Act.

  • WKSI Status (A) At the time of filing the Registration Statement, (B) at the time of the most recent amendment thereto for the purposes of complying with Section 10(a)(3) of the Act (whether such amendment was by post-effective amendment, incorporated report filed pursuant to Sections 13 or 15(d) of the Exchange Act or form of prospectus), (C) at the time the Company or any person acting on its behalf (within the meaning, for this clause only, of Rule 163(c)) made any offer relating to the Securities in reliance on the exemption in Rule 163, and (D) at the Execution Time (with such date being used as the determination date for purposes of this clause (D)), the Company was or is (as the case may be) a “well-known seasoned issuer” as defined in Rule 405.

  • Registration Statement Form Registrations under this Section 2.1 shall be on such appropriate registration form of the Commission as shall be reasonably selected by the Company.

  • Disqualification of Form S-1 For a period equal to seven (7) years from the date hereof, the Company will not take any action or actions which may prevent or disqualify the Company’s use of Form S-1 (or other appropriate form) for the registration of the Warrants under the Act.

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