Non-Voting Shares. Investor acknowledges and agrees that the Series B Non-Voting Preferred Stock shall have no voting rights except as required under law.
Non-Voting Shares. The Company shall authorize non-voting shares of its capital stock, with terms and conditions otherwise materially equivalent to the terms and conditions applicable to its Common Stock, as are required by the Company and the Investor in order to comply with the terms of this Agreement and the implicit rights of the Investor under this Agreement to acquire additional shares or to convert or exchange any portion of the Common Stock held by it to or for non-voting shares, by the issuance of non-voting shares under certain conditions if regulatory approval for the acquisition of additional voting shares or the continued holding of any portion of the Common Stock held by the Investor cannot be reasonably obtained. The Investor shall have the right, upon notice to the Company, to convert all or a portion of voting shares held by the Investor into an equivalent number of non-voting shares. Such non-voting shares shall be subject to such transfer restrictions as are necessary to cause such non-voting shares not to be treated as voting securities for purposes of the BHCA and 12 C.F.R. Part 225.
Non-Voting Shares. Within one (1) day of this Agreement, Seller shall inform Buyer as to the number of Shares to which it does not hold Redemption Rights and/or the rights to vote the Shares at the Meeting or upon any action by written consent (any such Share, a “Non-Voting Share”) as a result of such Shares being lent by Seller’s broker to a third party prior to the execution of this Agreement, if any. Further, Seller provide written evidence from Seller’s broker of such Non-Voting Shares and shall return, within two (2) business days, without demand or any other action on the part of Buyer, the Option Price with respect to such Non-Voting Shares.
Non-Voting Shares. The Company shall authorize non-voting shares of its capital stock (including shares of Non-Voting Common Stock), with terms and conditions otherwise materially equivalent to the terms and conditions applicable to its Voting Common Stock, as are required by the Company and the Investor in order to comply with the terms of this Agreement and the implicit rights of the Investor under this Agreement to convert or exchange any portion of the Voting Common Stock held by it to or for non-voting shares, by the issuance of nonvoting shares under certain conditions if regulatory approval for the acquisition of additional voting shares or the continued holding of any portion of the Voting Common Stock held by the Investor cannot be reasonably obtained. The Investor shall have the right, upon notice to the Company, to convert all or a portion of voting shares held by the Investor into an equivalent number of non- voting shares (which non-voting shares shall not be convertible into or exchangeable for Voting Securities). Any such non-voting shares will be subject to certain transfer restrictions, and shall not be transferred or disposed of by the Investor or any of its Affiliates except as follows: (A) in a widely distributed public offering that is registered under the Securities Act; (B) to a person that is acquiring a majority of the Company’s voting securities; or (C) to a person who shall not, after giving effect to such transfer, own more than 2% of any class of voting securities of the Company.
Non-Voting Shares. Such Shares will confer no right to vote at a meeting of the Company, nor to enter into any resolution of the Company, nor to appoint or remove a Director, nor to exercise any right, remedy, or be entitled or required to give any consent or approval under this Agreement, but will otherwise confer the following rights:
Non-Voting Shares. Erie aggress that he will not vote his 1,800,000 shares of CDS common stock provided, however, if Erie sells any of his shares in a bona fide third party transaction, the shares may thereafter be voted by the bona fide purchaser.
Non-Voting Shares. The Offering is for Class B Units, which are non-voting Company Units. Any holder of a Class B Units, including the Investors, will have no say in the management of the Company, nor be entitled to vote on any matter concerning the management of the Company. Accordingly, as a holder of Class B Units, you will not be able to participate in the Company’s management or vote on and/or influence any managerial decisions regarding the Company.
Non-Voting Shares. 1. The Company may issue non-voting shares in a nominal amount not to exceed half of the paid- up share capital.
Non-Voting Shares. All the issued and outstanding ----------------------------------- non-voting common shares, at 1/10th of 1 par value, of Company No. 2.
Non-Voting Shares. Except as provided in Section 2.08(d), subject to the adjustment described in Section 2.10(g), each Company Non-Voting Share issued and outstanding immediately prior to the Effective Time shall automatically be cancelled and converted into and shall thereafter represent the right to receive cash in an amount equal to (x) the Estimated Per Share Book Value minus (y) the Non-Voting Share Per Share Escrow Amount. The “Non-Voting Share Per Share Escrow Amount” shall be an amount for each Company Non-Voting Share equal to the quotient obtained by dividing (i) the Escrow Amount by (ii) the number of Company Non-Voting Shares issued and outstanding immediately prior to the Effective Time.
