Capitalization; Dividends Sample Clauses

Capitalization; Dividends. Except upon the affirmative vote of Stockholders holding Equity Securities with a combined voting power equal to at least 85% of the aggregate voting power of Equity Securities held by all Stockholders, the Company shall not issue any additional capital stock or any rights, options or warrants to purchase or subscribe for such stock, or any securities convertible into such stock, adopt any employee stock option, stock purchase, stock bonus, or similar benefit plan, declare or pay any dividend or distribution upon any class of its capital stock, or purchase, redeem or otherwise acquire any of its own capital stock or indebtedness.

Capitalization; Dividends. (a) On the date hereof, the authorized capital of the Borrower consists of (A) 1,000 authorized shares of class A common stock, no par value per share, of which 1,000 shares are issued and outstanding and (B) 1,000,000 authorized shares of class B common stock, no par value per share, of which 516,367 shares are issued and outstanding. The outstanding shares of common stock are owned by the shareholders and in the numbers specified in Schedule 3.16. (b) All of the issued and outstanding shares of the Borrower’s capital stock have been duly and validly authorized and issued, are fully paid and nonassessable and were issued, offered and sold in compliance with all applicable state and federal laws concerning the issuance of securities. (c) On the date hereof, except as set forth in Schedule 3.16: (A) no subscription, warrant, option, convertible security or other right (contingent or otherwise) to purchase or acquire any shares of capital stock of the Borrower is authorized or outstanding; (B) the Borrower has no obligation (contingent or otherwise) to issue any subscription, warrant, option, convertible security or other such right or to issue or distribute to holders of any shares of its capital stock any evidences of indebtedness or assets of the Borrower; and (C) the Borrower has no obligation (contingent or otherwise) to purchase, redeem or otherwise acquire any shares of its capital stock or any interest therein or to pay any dividend or make any other distribution in respect thereof.

Capitalization; Dividends. The authorized capital of the Company consists of an unlimited number of Class A Preferred Shares, Class AA Preferred Shares, Class AAA Preferred Shares and Common Shares of which as at August 11, 2009, 14,201,980 Class A Preferred Shares, 2,000,000 Class AA Preferred Shares, 50,400,000 Class AAA Preferred Shares and 391,326,493 Common Shares are issued and outstanding as fully-paid and non-assessable shares of the Company. All of the issued and outstanding shares in the capital of the Company have been duly authorized and validly issued and are fully paid and nonassessable and have been issued in compliance with all applicable U.S. and Canadian laws; and none of the outstanding shares in the capital of the Company were issued in violation of the preemptive or other similar rights of any securityholder of the Company. All dividends, including the dividends on all other shares of the Company ranking prior to or on a parity with the Securities with respect to the payment of dividends in respect of periods ending on or prior to August 11, 2009 have been declared and paid or set apart for payment.

Capitalization; Dividends. 6.3.1 The Bank has authorized capital of 116,799 shares of common capital stock, par value $5 per share, and no others, all of which shares are issued and outstanding. All of the issued and outstanding shares of capital stock are validly issued, fully paid and non-assessable, except as provided in Section 55 of the National Bank Act, 12 USC sec.55. There are no outstanding warrants, options, subscriptions, contracts, rights or other arrangements or commitments obligating the Bank to issue any additional shares of the Bank's capital stock, nor are there securities, debts, obligations or rights outstanding which are convertible into shares of the Bank. 6.3.2 The Board of Directors of the Bank has not authorized or declared any dividend which has not been paid. From and after April 30, 1995 the Bank has not issued or repurchased any shares 4 5 of stock or declared and/or paid any dividends or made any other distributions of stockholders' equity.

Capitalization; Dividends. 9 3.8. Amendment of Certificate of Incorporation and Bylaws . . . . . . . 9 3.9.