LEGAL STATUS OF THE COMPANY Sample Clauses

LEGAL STATUS OF THE COMPANY. 2.1 The Company becomes the legal entity from the moment of state registration: it owns separate property by the right of ownership and other rights, has own balance, settlements, currency and other accounts in bxxxx, seal with full name of the Company and identification code, corner and other stamps, trademark, letterhead and other elements that may be essential for economic transactions carried out by the Company. The Company may own trade and service marks (trademarks) registered in accordance with the applicable procedure, commercial (corporate) name and other objects of intellectual property rights in the field of economic activities of the Company. 2.2 The Company may establish subsidiary companies, branches and representatives acting on behalf of the Company and on the grounds of provisions approved by the Meeting of Participants, both in Ukraine and abroad. 2.3 The Company may be a Participant/shareholder in business companies, groups of companies, consortiums, associations and other voluntary associations. 2.4 Participants of the Company bear no liability for the obligations of the Company and bear the risk of expenses arising from the activities of the Company within the limits of their contributions. The Participants of the Company that have not made their contribution in full are held liable for the obligations of the Company jointly, within the limits of such non-paid contribution of each Participant. 2.5 The Company bears no liability for the obligations of the State and the State bears no liability for the obligations of the Company. 2.6 The Company bears liability for its obligations with all property owned by it provided that this property may be the subject of levy execution in accordance with legislation. 2.7 The Company is not liable for the obligations of its subsidiary companies, and these companies are not liable for the obligations of the Company. 2.8 With the purpose of corporate objective of the company and the subject of activities determined by the Article 3 of this Charter the Company has the right to carry out any type of activity permitted by the legislation of Ukraine and, without limitation of foregoing, the company is entitled (as far as it complies with current legislation of Ukraine): 2.8.1 Purchase share(s) in any company or legal entity and participate in establishment, management, supervision or control of any Company or legal entity; 2.8.2 Purchase, acquire and own shares, bonds, debentures, obligations and securitie...
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LEGAL STATUS OF THE COMPANY. 2.1 The Company was established as a closed joint stock company in the course of the unwind of the Invest-Sviaz-Holding Joint Stock Company in accordance with the decision of the Extraordinary General Shareholders’ Meeting of Invest-Sviaz-Holding Joint Stock Company of “ ” 2003 (Minutes No. ), the Civil Code of the Russian Federation, the Federal Law “On Joint Stock Companies” (hereinafter the “Law”), other effective Russian legislation (collectively referred to as the “Legislation”) and this Charter. 2.2 The Company shall acquire all rights and obligations of a legal entity upon its state registration. 2.3 The Company is established for an unlimited period of time. 2.4 The Company shall be guided in its activity by effective legislation of the Russian Federation, international treaties of the Russian Federation, and this Charter. 2.5 The Company owns separate property listed on its independent balance sheet, and may acquire and exercise property and personal non-property rights on its own behalf. The Company may have obligations and xxx and be sued in court. 2.6 The Company shall exercise rights and bear obligations necessary to perform any type of activity which is not prohibited by the Legislation and subject to provisions of this Charter. 2.7 The Company shall be liable for its obligations only to the extent of its assets. 2.8 The Company shall not be liable for the obligations of its shareholders. 2.9 The Company shall have a round seal containing its full name and indicating its location. The Company shall be entitled to have stamps and letterheads with its name and its own emblem, as well as trade marks registered in accordance with the established procedure and other visual identification marks. 2.10 The Company shall be entitled to open and operate bank accounts on the territory of the Russian Federation and abroad in accordance with this Charter and applicable law. 2.11 The Company may open representative offices, set up branches and have subsidiaries and dependent companies. 2.12 The Company shall carry out measures for state civil mobilisation training in accordance with the Legislation, in particular the normative acts of the city of Moscow.
LEGAL STATUS OF THE COMPANY. Each of the Company and its subsidiaries has been duly incorporated, is validly existing and, to the extent applicable, in good standing under the laws of the jurisdiction in which it is chartered or organized and under the laws of each jurisdiction which requires such qualification, with full corporate power and authority to own or lease, as the case may be, and to operate its properties and conduct its business as described in the Disclosure Package and the Prospectus, and is duly qualified to do business as a foreign corporation, except in each case where the failure to be so qualified or to be in good standing would not, individually or in the aggregate, result in a Material Adverse Effect (as defined below).
LEGAL STATUS OF THE COMPANY. The Member has formed the Company as a limited liability company under and pursuant to the Act. The Member specifically intends and agrees that the Company is not a partnership (general or limited), a corporation or any similar entity but is a limited liability company under and pursuant to the Act. No Member shall be construed to be a partner or shareholder in the Company and the Articles, this Operating Agreement and the relationships created thereby and arising there from shall not be construed to suggest otherwise.
LEGAL STATUS OF THE COMPANY. 5.1. The Company is established as a closed Joint Stock Company in accordance with The Law of Ukraine On Business Associations, i.e. a company which has a capital fund divided into certain number of shares of equal nominal value and is liable for its obligations only by its assets. The Company shall also enjoy the Status of an Enterprise with foreign investments established under the Laws of Ukraine on Foreign Investments. 5.2. As an enterprise with foreign investment the Company may create subsidiaries, daughter companies, may acquire stock of privatized state plants and factories and structure itself as Holding Company, i.e. a business entity which owns controlling voting stock of daughter companies and subsidiaries. 5.3. The Company will be liable to the demands of creditors to the extend all its property and assets, but all shareholders are liable only within the limits of their share value.
LEGAL STATUS OF THE COMPANY. 3.1. The Company shall own its separate assets, which shall be recorded on its balance sheet; it may in its own name acquire and exercise property and non-property rights, assume obligations and act as a plaintiff and as a defendant in court. 3.2. The Company shall have a round seal bearing its full firm name in the Russian language and indicating its location. The Company’s seal may also contain the Company’s firm name in any language of the peoples of the Russian Federation and/or a foreign language. The Company is entitled to have stamps and letterheads featuring its firm name, its logo, as well as duly registered trademarks and other means of individualization. 3.3. The Company may participate in and establish commercial organizations in and outside of the Russian Federation. 3.4. The Company may voluntarily be a member, founder or participant of unions and associations, as well as other non-commercial organizations in and outside of the Russian Federation.
LEGAL STATUS OF THE COMPANY. The Company is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Hawaii with the requisite limited liability company power to own, operate and lease its properties and to carry on its business as currently being conducted. The Company is duly qualified or licensed to do business as a foreign limited liability company and is in good standing in all jurisdictions in which the character of the properties owned or held under lease by the Company or the nature of the business transacted by the Company makes qualification, respectively, necessary, except where failure to be so qualified would not have a Company Material Adverse Effect. All jurisdictions in which the Company is qualified to do business are set forth on Schedule 3.1.
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LEGAL STATUS OF THE COMPANY 

Related to LEGAL STATUS OF THE COMPANY

  • Status of the Company The Members acknowledge that this Agreement creates a partnership for federal income tax purposes. Furthermore, the Members hereby agree not to elect to be excluded from the application of Subchapter K of Chapter 1 of Subtitle A of the Code or any similar state statute.

  • Incorporation and Good Standing of the Company and its Subsidiaries The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware and has corporate power and authority to own, lease and operate its properties and to conduct its business as described in the Prospectus and to enter into and perform its obligations under this Agreement. Each subsidiary of the Company has been duly organized and is validly existing as a corporation in good standing under the laws of the jurisdiction of its organization and has the requisite power and authority to own, lease and operate its properties and to conduct its business as described in the Prospectus. Each of the Company and the subsidiaries is duly qualified as a foreign corporation or foreign partnership to transact business and is in good standing in each jurisdiction in which such qualification is required, whether by reason of the ownership or leasing of property or the conduct of business, except for such jurisdictions where the failure to so qualify or to be in good standing would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Change. Except as described in the Prospectus, all of the issued and outstanding capital stock or other equity interests of the subsidiaries have been duly authorized and validly issued, are fully paid and nonassessable and are owned by the Company free and clear of any security interest, mortgage, pledge, lien, encumbrance or adverse claim. The Company does not own or control, directly or indirectly, any corporation, association or other entity other than the subsidiaries listed in Exhibit 21.1 to the Company’s Annual Report on Form 10-K for the most recently ended fiscal year and other than (i) those subsidiaries not required to be listed on Exhibit 21.1 by Item 601 of Regulation S-K under the Exchange Act and (ii) those subsidiaries formed or acquired since the last day of the most recently ended fiscal year.

  • Organization of the Company The Company is a corporation duly organized and validly existing and in good standing under the laws of the State of Nevada.

  • Capitalization of the Company (a) Schedule 4.29 sets forth a true and complete list of all of the issued and outstanding Equity Interests of the Company. Such Equity Interests of the Company have been duly authorized, are validly issued and are fully paid and, except to the extent otherwise provided under the law of the Company’s jurisdiction of formation, non-assessable and were issued in conformity with the Organizational Documents of the Company and all applicable contracts or Laws and were not issued in violation of, and are not subject to, any purchase option, call option, right of first refusal, preemptive right, subscription right or any similar right under any provision of applicable Law, the Organizational Documents of the Company or any contract to which the Company is or was a party or by which it is or was otherwise bound. There are no certificates representing any of the Equity Interests of the Company. Seller has made available to Buyer true and complete copies of the Organizational Documents, minute books, membership interest certificate books, membership interest transfer books and equity ledgers of the Company to the extent the same are in existence. (b) There are no rights or Contracts (including options, warrants, calls and preemptive rights) obligating the Company (A) to issue, sell, pledge, dispose of or encumber any Equity Interest of the Company, (B) to redeem, purchase or acquire in any manner any Equity Interests of the Company or (C) to make any dividend or distribution of any kind with respect to the Equity Interests of the Company (or to allow any participation in the profits or appreciation in value of the Company). There are no outstanding or authorized membership interest appreciation, phantom unit, profit participation, or similar rights affecting the Equity Interests of the Company. There are no agreements, instruments, proxies, judgments or decrees, whether written or oral, express or implied, other than this Agreement, relating to the voting of, sale, assignment, conveyance, transfer, delivery, right of first refusal, option or limitation on transfer of any Equity Interests of the Company.

  • Formation of the Company The Company was formed as a limited liability company under the Act on April 24, 2008. The Member hereby agrees that the person executing and filing the Certificate of Formation of the Company was and is an “authorized person” within the meaning of the Act, and that the Certificate of Formation filed by such authorized person is the Certificate of Formation of the Company.

  • Responsibilities of the Company 3.3.1 The Company shall provide participants of CopyTrade with a complete package of services according to the Customer Agreement. The Company is liable for proper performance of technological solutions according to the Customer Agreement. 3.3.2 The Company bears no liability to participants of CopyTrade for lost profit or losses, which may directly or indirectly occur as a result of trading operations performed or not performed by an Investor or a Trader. 3.3.3 The Company bears no liability to participants of CopyTrade for lost profit or losses, which may be directly or indirectly occur as a result of their ignorance of regulatory documents or cooperation scheme. 3.3.4 The Company doesn’t evaluate Traders’ professional skills and suitability not on a single stage of their activity and bears no responsibility to Investors for any losses or lost profit they may incur. 3.3.5 The Company is not liable for:

  • Organization of the Buyer The Buyer is a corporation duly organized, validly existing, and in good standing under the laws of the jurisdiction of its incorporation.

  • Organization and Good Standing of the Company The Company has been duly incorporated and is validly existing as a corporation in good standing under the laws of the State of Delaware, with full corporate power and authority to own, lease and operate its properties and conduct its business in all material respects as described in the Registration Statement, the Time of Sale Information and the Prospectus. The Company is duly qualified to do business as a foreign corporation and is in good standing in each jurisdiction where the ownership or leasing of its properties or the conduct of its business requires such qualification, except where the failure to be so qualified and in good standing would not, individually or in the aggregate, have a material adverse effect on the operations, business, prospects, properties, financial condition or results of operation of the Company and its Subsidiaries taken as a whole (a “Material Adverse Effect”).

  • Capitalization of the Company and its Subsidiaries The Company's authorized capital stock consists solely of (a) 20,000,000 shares of common stock, $0.05 par value per share ("Company Common Stock"), and (b) 10,000,000 shares of preferred stock, $1.00 par value per share ("Company Preferred Stock"). As of October 31, 1997, (i) 3,891,981 shares of Company Common Stock were issued and outstanding, (ii) 201,385 shares of Company Common Stock were issuable upon the exercise of outstanding options, an additional 230,749 shares of Company Common Stock were issuable upon the exercise of options that are not currently outstanding but are reserved for issuance upon the designation of optionees by the Board of Directors of the Company and 154,175 shares of Company Common Stock were issuable upon the exercise or conversion of outstanding warrants or convertible securities granted or issuable (on a contingent basis or otherwise) by the Company, and (iii) no shares of Company Preferred Stock were issued and outstanding. Since October 31, 1997, except as disclosed in Section 4.4 of the Company Disclosure Schedule, the Company has not issued any shares of its capital stock except upon the exercise of such options, warrants or convertible securities. Each outstanding share of capital stock of the Company and each Subsidiary is duly authorized and validly issued, fully paid and nonassessable and free of any preemptive rights. As of the date hereof, other than as set forth above, in the Company SEC Documents (as defined in Section 4.7) or in Section 4.4 to the Company Disclosure Schedule, there are no outstanding shares of capital stock or subscriptions, options, warrants, puts, calls, agreements, understandings, claims or other commitments or rights of any type relating to the issuance, sale or transfer by the Company or either Subsidiary of any securities of the Company or either Subsidiary, nor are there outstanding any securities which are convertible into or exchangeable for any shares of capital stock of the Company or either Subsidiary; and neither the Company nor either Subsidiary has any obligation of any kind to issue any additional securities or to pay for securities of the Company or either Subsidiary or any predecessor. The Company has no outstanding bonds, debentures, notes or other similar obligations the holders of which have the right to vote generally with holders of Company Common Stock.

  • Organization and Status Purchaser (a) is duly formed, validly existing and in good standing under the laws of the jurisdiction of its formation as set forth in the preamble to this Agreement, (b) is duly qualified, authorized to do business and in good standing in each other jurisdiction where the character of its properties or the nature of its activities makes such qualification necessary, and (c) has all requisite power and authority to own or hold under lease the property it purports to own or hold under lease and to carry on its business as now being conducted. Purchaser has made available to Seller complete and correct copies of the Organization Documents for Purchaser.

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