Common use of Conditions to the Share Exchange Clause in Contracts

Conditions to the Share Exchange. Consummation of the Share Exchange is conditioned upon (i) the approval of this Agreement by the affirmative vote of the shareholders owning more than two-thirds of the outstanding shares of common stock of the Bank at a meeting to be held on the call of its board of directors, (ii) the receipt of all required regulatory approvals, and (iii) the receipt of an opinion of counsel as to the tax-free nature of the share exchange transaction.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Alliance Bankshares Corp), Agreement and Plan of Reorganization (Access National Corp)

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Conditions to the Share Exchange. Consummation of the Share Exchange is conditioned upon (i) the approval of this Agreement by the affirmative vote of a majority of all the shareholders owning more than two-thirds of the outstanding shares of common stock of the Bank votes entitled to be cast at a meeting to be held on the call of its the Bank’s board of directorsdirectors at which a quorum of the voting group is present, (ii) the receipt of all required regulatory approvals, and (iii) the receipt of an opinion of counsel as to the tax-free nature of the share exchange transaction.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (First Bankshares, Inc.)

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Conditions to the Share Exchange. Consummation of the Share Exchange is conditioned upon (i) the approval of this Agreement by the affirmative vote of the shareholders owning more than twoone-thirds half of the outstanding shares of common stock of the Bank at a meeting to be held on the call of its board of directors, (ii) the receipt of all the required regulatory approvals, and (iii) the receipt of an opinion of counsel the Bank’s tax advisor as to the tax-free nature of the share exchange transaction. Upon the satisfaction of the foregoing conditions, the Share Exchange shall become effective.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (OptimumBank Holdings, Inc.)

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