Capitalization of Subsidiary. All of the outstanding membership or equity interests of the Subsidiary have been duly authorized and issued and are fully paid and nonassessable, and all outstanding membership or equity interests of the Subsidiary are owned by the Company free and clear of any security interests, claims, liens or encumbrances.
Capitalization of Subsidiary. The Subsidiary will be capitalized with the authorized capitalization of 50,000,000 shares of Common Stock and 25,000,000 shares of Preferred Stock, of which 2,046,667 shares of Common Stock will be outstanding after consummation of the Spin-Off Closing.
Capitalization of Subsidiary. The authorized capital stock of Subsidiary consists of (i) 1,000 Subsidiary Shares of which, as of January 12, 1996, 1,000 Subsidiary Shares were issued and outstanding. Parent has, and at the Closing hereunder Parent will have, good and valid title to all of the outstanding Subsidiary Shares, free and clear of any Liens. All outstanding Subsidiary Shares have been validly issued, and are fully paid, nonassessable and free of preemptive rights. Except as set forth above, there are no Subsidiary Securities outstanding. There are no outstanding obligations of Subsidiary to sell or to repurchase, redeem or otherwise acquire any Subsidiary Securities. Subsidiary has no subsidiaries.
Capitalization of Subsidiary. (a) On the Closing Date, the Corporation's membership interest in the Subsidiary will be the Corporation's only equity interest in any entity.
Capitalization of Subsidiary. The Subsidiary will be capitalized with the authorized capitalization of 10,000,000 shares of Common Stock.
Capitalization of Subsidiary. The authorized capital of Subsidiary is 200 common shares, par value $0.01 per share, all of which are issued, outstanding and held by Torvec.
Capitalization of Subsidiary. 5 3.5 Enforceability. . . . . . . . . . . . . . . . . . . . . . . . .5 3.6 No Conflict with Other Instruments or Proceedings . . . . . . .5 3.7 Compliance with Laws and Other Regulations. . . . . . . . . . .6 3.8
Capitalization of Subsidiary. The authorized equity securities of Subsidiary consists of 500 shares of common stock, par value $10 per share, of which two shares are issued and outstanding and owned by CTS, and 1,000 shares of preferred stock, par value $10 per share, of which no shares are issued and outstanding and owned by CTS. Except as disclosed in Section 3.4 of the Disclosure Schedule, CTS is and will be immediately prior to and after the Effective Time, the owner of all outstanding shares of common stock of Subsidiary, free and clear of all encumbrances and adverse claims. There are no agreements relating to the issuance, sale, or transfer of any equity securities or other securities of Subsidiary.
Capitalization of Subsidiary. Except for the Subsidiary, the Company does not own or control, directly or indirectly, any interest in any other corporation, partnership, limited liability company, association or other business entity. Except as set forth on Schedule 2.4, the Company owns beneficially and of record all of the issued and outstanding equity interests of the Subsidiary.
Capitalization of Subsidiary. All the outstanding shares of capital stock of the Company's subsidiary have been duly and validly authorized and issued and are fully paid and nonassessable, and, except as otherwise set forth in the Prospectus, all outstanding shares of capital stock of the subsidiary are owned by the Company either directly or through wholly owned subsidiaries free and clear of any security interests, claims, liens or encumbrances.
