Corporate Records of the Company Sample Clauses

Corporate Records of the Company. The stock records and minute -------------------------------- books of the Company heretofore furnished to Purchaser by the Company correctly show the total number of shares of its capital stock issued and outstanding and all corporate action taken by the directors and shareholders of the Company (including action taken by consent without a meeting), and contain true, correct and complete copies or originals of the certification of incorporation and bylaws and all amendments thereto.
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Corporate Records of the Company. The corporate records of the Company, as required to be maintained by it pursuant to all applicable laws, are accurate, complete and current in all material respects, and the minute book of the Company is, in all material respects, correct and contains all records required by all applicable laws, as applicable, in regards to all proceedings, consents, actions and meetings of the shareholders and the board of directors of Company.
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Corporate Records of the Company. The records and minute book of the Company heretofore furnished to Purchaser by the Company correctly show the total number of Units issued and outstanding and all Company action taken by the members and managers of the Company (including actions taken by consent without a meeting), and contain true, correct and complete copies or originals, as in effect as of the date hereof of the articles of organization and operating agreement and bylaws and all amendments thereto.
Sample 1
Corporate Records of the Company. The corporate records and minute books of the Company contain complete and accurate minutes of all meetings of the directors and shareholders of the Company actually held since its incorporation and all such meetings were duly called and held. The share certificate books, register of security holders, register of transfers and register of directors of the Company are complete and accurate.
Sample 1
Corporate Records of the Company. The corporate records of the Company, as required to be maintained by it pursuant to the laws of the State of Delaware, are accurate, complete and current in all material respects, and the minute book of the Company is, in all material respects, correct and contains all material records required by the laws of the State of Delaware, in regards to all proceedings, consents, actions and meetings of the shareholders and the Board of Directors of the Company.
Sample 1

Related to Corporate Records of the Company

  • Corporate Records The minute books of the Company have been made available to the Representative and Representative Counsel and such books (i) contain minutes of all material meetings and actions of the Board of Directors (including each board committee) and stockholders of the Company, and (ii) reflect all material transactions referred to in such minutes.

  • Provision of Corporate Records Other than in circumstances in which indemnification is sought pursuant to Article VI (in which event the provisions of such Article will govern) and without limiting the applicable provisions of Article VI, and subject to appropriate restrictions for classified, privileged or Confidential Information and subject further to any restrictions or limitations contained in Section 5.2 or elsewhere in this Article VII:

  • Corporate Minute Books The corporate minute books of the Company are complete and the minutes and consents contained therein accurately reflect the actions that were taken at a duly called and held meeting or by consent without a meeting. All actions by the Company which required director or shareholder approval are reflected on the corporate minute books of the Company. The Company is not in violation or breach of, or in default with respect to, any term of its Articles of Incorporation or by-laws.

  • Charter Documents and Corporate Records 16 SECTION 3.6

  • Separate Records The Partnership shall maintain (i) its books and records, (ii) its accounts, and (iii) its financial statements, separate from those of any other Person, except its consolidated Subsidiaries.

  • Books Records Accounting and Reports Section 8.1 Records and Accounting 75 Section 8.2 Fiscal Year 75 Section 8.3 Reports 75 ARTICLE IX

  • Charter, Bylaws and Corporate Records The minute books of the Seller and its Subsidiaries contain complete and accurate records of all meetings and other corporate actions of the board of directors, committees of the board of directors, incorporators and stockholders of the Seller and its Subsidiaries from September 15, 1995 to the date hereof. All material corporate decisions and actions have been validly made or taken. All corporate books, including without limitation the share transfer register, comply with applicable laws and regulations and have been regularly updated. Such books fully and correctly reflect all the decisions of the stockholders.

  • Admission of the Corporation into a Consolidated Group; Transfers of Corporate Assets (a) If the Corporation is or becomes a member of an affiliated or consolidated group of corporations that files a consolidated income Tax Return pursuant to Section 1501 or other applicable Sections of the Code governing affiliated or consolidated groups, or any corresponding provisions of U.S. state or local law, then: (i) the provisions of this Agreement shall be applied with respect to the group as a whole; and (ii) Tax Benefit Payments, Early Termination Payments, and other applicable items hereunder shall be computed with reference to the consolidated taxable income of the group as a whole.

  • Corporate Books and Records The minute books of the Company contain accurate records of all meetings and accurately reflect all other actions taken by the stockholders, Board of Directors and all committees of the Board of Directors of the Company. Complete and accurate copies of all such minute books and of the stock register of the Company have been provided by the Company to the Buyer.

  • Admission of the Corporate Taxpayer into a Consolidated Group; Transfers of Corporate Assets (a) If the Corporate Taxpayer is or becomes a member of an affiliated or consolidated group of corporations that files a consolidated income tax return pursuant to Sections 1501 et seq. of the Code or any corresponding provisions of state or local law, then: (i) the provisions of this Agreement shall be applied with respect to the group as a whole; and (ii) Tax Benefit Payments, Early Termination Payments and other applicable items hereunder shall be computed with reference to the consolidated taxable income of the group as a whole.

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