Distribution in specie Sample Clauses

POPULAR SAMPLE Copied 14 times
Distribution in specie. If the Company is wound up, the liquidator, with the sanction of a special resolution of the Company and any other sanction required by the Acts, may divide among the Members in specie or kind the whole or any part of the assets of the Company (whether they shall consist of property of the same kind or not) and, for such purpose, may value any assets and determine how the division shall be carried out as between the Members or different classes of Members. The liquidator, with the like sanction, may vest the whole or any part of such assets in trustees upon such trusts for the benefit of the contributories as, with the like sanction, he determines, but so that no Member shall be compelled to accept any assets upon which there is a liability.
View SourceView Similar (3)
Distribution in specie. If a Unitholder is not entitled to receive the cash Redemption Price as a result of the limitation set out in section 7.02, then the Redemption Price for such Units shall be the fair market value thereof as determined by the Directors of the Corporation and shall, subject to any applicable regulatory approvals, be paid and satisfied by way of a distribution IN SPECIE of a pro rata share of Royalty Units and other assets (excluding facilities, pipelines or other assets associated with oil and natural gas production) held by the Fund at such time. No fractional securities will be distributed and where the number of securities to be received by a Unitholder includes a fraction, such number shall be rounded to the next lowest whole number. The Fund shall be entitled to all redemption proceeds or distributions paid or declared payable on the Units on or before the date of the distribution IN SPECIE. The holders of securities will be subject to the provisions of all agreements that relate to such securities.
View SourceView Similar (2)
Distribution in specie. If the Company declares a distribution in specie other than an issue of Shares in lieu of a cash dividend falling under Condition 8.1(k) (a "Specie Distribution") to Shareholders at any time during the period in which the Bondholder can exercise its Conversion Rights, the Bondholder will, unless an adjustment to the Conversion Price has been made under Condition 8.1 in respect of the Specie Distribution in full, be entitled to an amount (the "Specie Distribution Right") which shall be determined as follows: (a) the Company and the Bondholder will on the date of announcement of the Specie Distribution instruct the Auditors or Approved Financial Advisor to value the Specie Distribution which would have been payable to the Bondholder on the Shares falling to be issued if the Bondholder had exercised its Conversion Rights immediately prior to the record date for the Specie Distribution in respect of the whole of the principal amount of the Convertible Bond then outstanding (the "Notional Specie Distribution"); and (b) upon the determination of the Auditors or Approved Financial Advisor of the Notional Specie Distribution (which valuation shall be final and binding on both the Company and the Bondholder) the Company will pay a cash amount equal to the value of the Notional Specie Distribution to the Bondholder.
View SourceView Similar (3)
Distribution in specie. 6.1 The Company shall issue a circular (“Circular”), and convene a special general meeting (“SGM”), in respect of the Distribution In Specie and (if applicable) the application of the Company’s share premium amount. The SGM may also cover other aspects such as increase in the Company’s authorized share capital. 6.2 At the time of issuing the Circular, if certain shareholders of the Company have addresses outside Hong Kong (“Overseas Shareholders”), the Company has to seek foreign legal advice on whether the Company needs to take additional steps to comply with the local laws and regulations in those jurisdictions to make the Distribution In Specie to those shareholders. 6.3 The Company will fix a record date for entitlement to the Distribution In Specie. Such date is usually a few days after the SGM. Any shares issued by the Company before that date upon exercise of the Company’s share options will be included in the entitlement. Such record date and other key days will be set out in the Circular. 6.4 After the above steps are taken and after the Company’s shareholders give the necessary approvals at the SGM, the Company shall pass resolutions to (a) sub-divide Excel Value’s issued and unissued shares and (b) increase Excel Value’s authorized share capital. 6.5 All outstanding loans extended by the Company to Excel Value will be capitalized so that the Company will issue and allot the same number of shares as the number of the Company shares as at the record date minus the shares already held by the Company – at the aggregate amount of the loan owed to the Company. Such new shares will be issued and allotted as fully paid shares and rank pari passu in all respects with each other and with the existing shares already held by the Company. The Company loan will no longer exist in the books of Excel Value. 6.6 The Company may then distribute the Excel Value shares to the Company’s own shareholders at a one-to-one ratio. For those Overseas Shareholders who may not obtain Excel Value shares without the Company incurring substantial time and costs in complying with the local laws and regulations, those Excel Value shares will be distributed to a person authorized by the Company and such person will sell such Excel Value shares to the Vendor at the intended price of the voluntary general offer that the Vendor intends to make in respect of the shares of Excel Value (“VGO”). The proceeds of such sale (if exceeding a nominal amount) will be distributed to those Overs...
View Source
Distribution in specie. Upon a liquidation of the company, the liquidator, with the sanction of an ordinary resolution of shareholders and any other sanction required by law, may divide amongst the shareholders in kind the whole or any part of the assets of the company (whether they consist of property of the same kind or not) and may for that purpose set such value as the liquidator deems fair upon any property to be divided as aforesaid and may determine how the division shall be carried out as between the shareholders or different classes of shareholders. The liquidator may, with the like sanction, vest the whole or any part of any such assets in trustees upon such trusts for the benefit of the shareholders as the liquidator thinks fit, but so that no shareholder shall be compelled to accept any shares or other securities whereon there is any liability. REMOVAL FROM THE NEW ZEALAND REGISTER
View Source
Distribution in specie. The Company may upon the recommendation of the Directors by Ordinary Resolution direct payment of a dividend in whole or in part by the distribution of specific assets (and in particular of paid-up shares or debentures of any other company) and the Directors shall give effect to such resolution. Where any difficulty arises in regard to such distribution, the Directors may settle the same as they think expedient and in particular may issue fractional certificates, may fix the value for distribution of such specific assets or any part thereof, may determine that cash payments shall be made to any members upon the footing of the value so fixed in order to adjust the rights of members and may vest any assets in trustees.
View Source

Related to Distribution in specie

  • Distribution in Kind Notwithstanding the provisions of Section 18-605 of the Act, a member may receive distributions from the Company in any form other than cash, and may be compelled to accept a distribution of any asset in kind from the Company.

  • Distribution in Shares If any distribution upon any Deposited Securities consists of a dividend in, or free distribution of, Shares, the Company shall cause such Shares to be deposited with the Custodian and registered, as the case may be, in the name of the Depositary, the Custodian or any of their nominees. Upon receipt of confirmation of such deposit from the Custodian, the Depositary shall establish the ADS Record Date upon the terms described in Section 4.7 hereof and shall, subject to Section 5.9 hereof, either (i) distribute to the Holders as of the ADS Record Date in proportion to the number of ADSs held as of the ADS Record Date, additional ADSs, which represent in the aggregate the number of Shares received as such dividend, or free distribution, subject to the other terms of this Deposit Agreement (including, without limitation, (a) the applicable fees and charges of, and expenses incurred by, the Depositary and (b) taxes and/or governmental charges), or (ii) if additional ADSs are not so distributed, each ADS issued and outstanding after the ADS Record Date shall, to the extent permissible by law, thenceforth also represent rights and interests in the additional Shares distributed upon the Deposited Securities represented thereby (net of (a) the applicable fees and charges of, and expenses incurred by, the Depositary and (b) taxes and/or governmental charges). In lieu of Delivering fractional ADSs, the Depositary shall sell the number of Shares represented by the aggregate of such fractions and distribute the proceeds upon the terms described in Section 4.1 hereof. The Depositary may withhold any such distribution of Receipts if it has not received satisfactory assurances from the Company (including an Opinion of Counsel furnished at the expense of the Company) that such distribution does not require registration under the Securities Act or is exempt from registration under the provisions of the Securities Act. To the extent such distribution may be withheld, the Depositary may dispose of all or a portion of such distribution in such amounts and in such manner, including by public or private sale, as the Depositary deems necessary and practicable, and the Depositary shall distribute the net proceeds of any such sale (after deduction of applicable taxes and/or governmental charges and fees and charges of, and expenses incurred by, the Depositary and/or a division or Affiliate(s) of the Depositary) to Holders entitled thereto upon the terms described in Section 4.1 hereof.

  • Qualified Reservist Distributions If you are a qualified reservist member called to active duty for more than 179 days or an indefinite period, the payments you take from your IRA during the active duty period are not subject to the 10 percent early distribution penalty tax.

  • Residual Distributions If the Liquidation Preference has been paid in full to all holders of Designated Preferred Stock and the corresponding amounts payable with respect of any other stock of the Issuer ranking equally with Designated Preferred Stock as to such distribution has been paid in full, the holders of other stock of the Issuer shall be entitled to receive all remaining assets of the Issuer (or proceeds thereof) according to their respective rights and preferences.

  • Unbundled Sub-Loop Distribution Voice Grade (USLD-VG) is a copper sub- loop facility from the cross-box in the field up to and including the point of demarcation at the End User’s premises and may have load coils.