Merger Process. The relevant Parties shall procure that the Irish Holdco Board and the Company Board shall take all necessary resolutions and other actions to facilitate the Merger on the terms and conditions set out in this Agreement and for that purpose to commence the formal Merger process:
Merger Process. To effectuate the foregoing, the Parties, having established a joint committee to implement the process provided in Section 3082a, and having obtained approval of the Preliminary Merger Plan (“PMP”) by their respective Governing Boards on July 9, 2024 and July 11, 2024; distributed copies of the PMP to the legislative bodies of their respective member municipalities within 45 days of the public hearing on the PMP; distributed, posted, and published in local newspaper and other paid media notice of the public hearing more than three days before the public hearing; held a public hearing on the PMP on July 16, 2024 and distributed notice of the PMP to each known creditor of their respective districts on July 12, 2024, and prepared the FMP which was sent to the Governing Boards of both CUDs on August 12, 2024, shall:
Merger Process. 1 SECTION 1.2
Merger Process. During the Pre-Closing Period, APHC, Merger Sub and Irish Holdco shall procure that all necessary actions are taken to complete the Domestication Merger, and Irish Holdco and the Company shall procure that all necessary actions are taken to complete the Merger process in accordance with the steps set out in Section 2.5, and Irish Holdco shall procure that a copy of the valuation and report required by Section 1028 (1) of the Irish Companies Act shall have been sent to the proposed allottees of the Irish Holdco Ordinary Shares to be allotted and issued pursuant to the Merger, and that Irish Holdco’s shareholder (a) passes a special resolution to change Irish Holdco’s name to “MariaDB PLC” and that it then applies to the Registrar of Companies in Ireland for approval for such change of name, and (b) passes a special resolution to redesignate, with effect from immediately following the Domestication Merger Effective Time, the 25,000 ordinary shares of €1.00 each as 25,000 Irish Holdco Deferred Shares and amend Irish Holdco’s memorandum and articles of association accordingly.
Merger Process. The positions to be reconfirmed, reassigned, altered in status or disestablished in a merger process are to be determined in accordance with clause 3.9.4 and other relevant parts of clause 3.9.
Merger Process. To effectuate the foregoing, the Parties have established a joint committee to implement the process provided in Section 3082a. Specifically, they shall:
Merger Process. Should the Governing Boards of NEK and CVF approve this Preliminary Plan by three-quarters vote of a quorum of the Governing Board of each of the merging districts, the following steps will then take place within the next few months, concluding with the merger of NEK and CVF:
