ISSUE OF FURTHER SHARES. Any decision relating to the issue of any shares or other equity securities (within the meaning of section 560(1) of the Act) shall be a Reserved Matter.
ISSUE OF FURTHER SHARES. 9.1 Subject to clause 9.3, the Company may only issue further shares with the prior unanimous approval of all Shareholders Unanimous Approval. 9.2 The issuing of shares in the capital of the Company to a new Shareholder shall be subject to the prospective Shareholder signing a Deed of Adherence. 9.3 Upon a Shareholder transferring its shares in accordance with clause 8.3 or 8.4, the company shall issue all the Departing Shareholder’s shares to the Receiving Shareholder or if there is unanimous approval of all Shareholders except the Departing Shareholder to transfer fewer of the Departing Shareholder’s share to the Comment [JG9]: Proposal to make the situation clearer regarding the transfer of a shareholder’s share to a new shareholder shares to the other Shareholders in proportion to the their existing shareholdings. Upon a Shareholder transferring its shares in accordance with clause 8.4, the Receiving Shareholder the Company shall transfer the lower number of shares to the Receiving Shareholder and transfer the remaining Departing Shareholder’s
ISSUE OF FURTHER SHARES. The Company may, subject to the approval of a Special Majority, issue new Shares, securities that are convertible or exchangeable for Shares or options to acquire Shares. Section 45 of the Companies Act will apply to the issue of Shares unless negated, limited or modified by the Constitution. [Delete if not applicable:][Issue of further Shares to employees: The Shareholders acknowledge that it may be desirable for the Company to attract, retain or incentivise suitable employees or prospective employees of the Company (Proposed Shareholding Employees) by issuing Shares to Proposed Shareholding Employees from time to time. If the Company determines that Shares should be issued to a Proposed Shareholding Employee, the Company may, notwithstanding clauses 5.9 and 8.2, issue new Shares to the Proposed Shareholding Employee provided that the total number of Shares issued to the Proposed Shareholding Employee, and all other Shares issued to employees of the Company pursuant to this clause 5.10 during the period of 12 months preceding the date of issue, does not exceed [10]% of the total number of Shares at the commencement of that period.] [Drafting note: This clause can be deleted if there is no expectation of equity incentives for farm managers. If you are considering offering equity incentives, you should consider whether a 10% cap per annum is appropriate.]
ISSUE OF FURTHER SHARES. 9.1 Subject to clause 9.3, the Company may only issue further shares with the prior unanimous approval of all Shareholders Unanimous Approval. 9.2 The issuing of shares in the capital of the Company to a new Shareholder shall be subject to the prospective Shareholder signing a Deed of Adherence. 9.3 Upon a Shareholder transferring its shares in accordance with clause 8.3 or 8.4, the company shall issue all the Departing Shareholder’s shares to the Receiving Shareholder or if there is unanimous approval of all Shareholders except the Departing Shareholder to transfer fewer of the Departing Shareholder’s share to the Comment [JG9]: Proposal to make the situation clearer regarding the transfer of a shareholder’s share to a new shareholder shares to the other Shareholders in proportion to the their existing shareholdings. Upon a Shareholder transferring its shares in accordance with clause 8.4, the Receiving Shareholder the Company shall transfer the lower number of shares to the Receiving Shareholder and transfer the remaining Departing Shareholder’s 9.4 Company shall issue such number of new shares to the Shareholders in Comment [JG10]: Proposed clarification of wording. Of note, retains the split in share but also accommodate unanimous voting proportion to the their existing shareholdings.Shareholders as is necessary to ensure that each Shareholder holds a percentage of the registered shares and weighted voting rights in the Company in proportion to the actual number of CCTV cameras each Shareholder is providing for business use by the Company. M-8180922-2 Material Shareholding Matter
ISSUE OF FURTHER SHARES. 8.1 If the Company wishes to issue further shares, the Shareholders shall procure (so far as is possible in the exercise of their rights and powers) that the Company gives notice to each Shareholder stating the number of shares to be issued and the price of the shares.
ISSUE OF FURTHER SHARES. Except with Shareholder Consent, the Shareholders shall procure that the Company shall not, and the Company undertakes that it shall not, allot, issue, sell, transfer or otherwise dispose of any Shares or other equity securities (within the meaning of section 560(1) of the Act) (including any Shares held in treasury from time to time) to any person, unless that person is a party to this Agreement or has executed and delivered a Deed of Adherence in favour of the other parties to this Agreement.
ISSUE OF FURTHER SHARES. The issue of new Shares shall be regulated in accordance with the provisions of the Articles.
ISSUE OF FURTHER SHARES. 15.1. No further Shares or other equity securities in any of the Companies (within the meaning of section 560(1) of the Act) shall be issued to any other person unless:
ISSUE OF FURTHER SHARES. Subject to the terms of this Agreement (including without limitation the provisions of Clause 5.15 (Reserved Matters)), the Board may, from time to time, determine the additional capital contributions of the Company from existing Shareholders or from third parties (other than a Restricted Person), which shall be in the nature of Equity Shares, preference shares or any other Security. The terms of such issue, including the valuation in respect of any fresh issue of Securities, shall be as determined by the Board subject to Clause 5.15 (Reserved Matters) (“New Securities”). Nothing in this Clause 3.1 shall apply to (i) issuance of Equity Shares in accordance with the ESOP plan, and/or (ii) issuance of Equity Shares upon conversion of the Convertible Instruments in accordance with the terms set out in the Articles, and/or (iii) issuance of Securities pursuant to the QIPO; and/or (iv) issuance of additional Equity Shares in order to give effect to the provisions of Clause 3.7 (Valuation Protection); and/or (v) issuance of bonus Shares.
ISSUE OF FURTHER SHARES. It is agreed between the Chargor and the Collateral Agent that the Chargor may at any time and from time to time procure the Borrower to issue further shares to it, provided that all such shares issued shall constitute Further Shares for the purposes of this Deed and shall be subject to the Charge.
