Maintenance of S Corporation Status. (a) Each Non-Voting Shareholder agrees that he or she will take all action necessary to permit the Corporation to retain its tax status as an S Corporation ("S Corporation") under Subchapter S (Section 1361 et seq) of the Internal Revenue Code of 1986, as amended (the "Code"), including, but not limited to, the execution and delivery of any and all consents and other documents required at any time for the continuance of S Corporation status, or required to carry out, effectuate, implement or exercise any and all other elections available to, or powers exercisable by, a corporation having elected S Corporation status. Unless and until the Controlling Shareholders direct otherwise in writing, the Non-Voting Shareholders shall not take any action which will cause the Corporation not to be taxed as an S Corporation.
Appears in 1 contract
Samples: Gsi Group Inc
Maintenance of S Corporation Status. (a) Each Non-Voting Shareholder agrees that he or she will take all action necessary to permit the Corporation to retain its tax status as an S Corporation ("S Corporation") under Subchapter S (Section 1361 et seq.) of the Internal Revenue Code of 1986, as amended (the "Code"), including, including but not limited to, the execution and delivery of any and all consents and other documents required at any time for the continuance of S Corporation status, or required to carry out, effectuate, implement or exercise any and all other elections available to, or powers 3 exercisable by, a corporation having elected S Corporation status. Unless and until the Controlling Shareholders direct otherwise in writing, the Non-Voting Shareholders shall not take any action which will cause the Corporation not to be taxed as an S Corporation.
Appears in 1 contract
Samples: Stock Restriction and Buy Sell Agreement (Gsi Group Inc)
Maintenance of S Corporation Status. (a) Each Non-Voting Shareholder agrees that he or she will take all action necessary to permit the Corporation to retain its tax status as an S Corporation ("S Corporation") under Subchapter S (Section 1361 et seq.) of the Internal Revenue Code of 1986, as amended (the "Code"), including, but not limited to, the execution and delivery of any and all consents and other documents required at any time for the continuance of S Corporation status, or required to carry out, effectuate, implement or exercise any and all other elections available to, or powers exercisable by, a corporation having elected S Corporation status. Unless and until the Controlling Shareholders direct Except as otherwise specifically provided in writingthis Agreement, the Non-Voting Shareholders shall not take any action which will cause the Corporation not to be taxed as an S Corporation.
Appears in 1 contract
Samples: Stock Restriction and Buy Sell Agreement (Gsi Group Inc)
Maintenance of S Corporation Status. (a) Each Non-Voting Shareholder agrees that he or she will take all action actions necessary or desired to permit the Corporation to retain its tax status as an S Corporation ("S Corporation") under Subchapter S (Section 1361 et seq.) of the Internal Revenue Code of 1986, as amended (the "Code"), including, including but not limited to, the execution and delivery of any and all consents and other documents required at any time for the continuance of S Corporation status, or required to carry out, effectuate, implement or exercise any and all other elections available to, or powers exercisable by, a corporation having elected S Corporation status. Unless and until the Controlling Shareholders direct otherwise in writing, the Non-Voting Shareholders shall not take any action which will cause the Corporation not to be taxed as an S Corporation.
Appears in 1 contract
Samples: Gsi Group Inc
Maintenance of S Corporation Status. (a) Each Non-Voting Shareholder agrees that he or she will take all action necessary to permit the Corporation to retain its tax status as an S Corporation ("S Corporation") under Subchapter S (Section 1361 et seq) of the Internal Revenue Code of 1986, as amended (the "Code"), including, including but not limited to, the execution and delivery of any and all consents and other documents required at any time for the continuance of S Corporation status, or required to carry out, effectuate, implement or exercise any and all other elections available to, or powers exercisable by, a corporation having elected S Corporation status. Unless and until the Controlling Shareholders direct Except as otherwise specifically provided in writingthis Agreement, the Non-Voting Shareholders shall not take any action which will cause the Corporation not to be taxed as an S Corporation.
Appears in 1 contract
Samples: Stock Restriction and Buy Sell Agreement (Gsi Group Inc)