Common use of Registers of Holders Clause in Contracts

Registers of Holders. (a) Upon the exchange of the Corporation Affected Preference Shares pursuant to subsection 3.1(c) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Affected Preference Shares and will be deemed to be added to the registers of holders of Corporation Class C Shares or Corporation Class D Shares, as applicable, as the holder of the number of Corporation Class C Shares or Corporation Class D Shares, respectively, issued to such Corporation Affected Preference Shareholder. Upon the cancellation of the Corporation Affected Preference Shares pursuant to subsection 3.1(c) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class C Shares and Corporation Class D Shares. (b) Upon the exchange of the Corporation Class A Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class A Shares and will be deemed to be added to the registers of holders of Corporation New Class A Shares and Butterfly Class A Shares as the holder of the number of Corporation New Class A Shares and Butterfly Class A Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class A Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class A Shares. (c) Upon the exchange of the Corporation Class B Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class B Shares and will be deemed to be added to the registers of holders of Corporation New Class B Shares and Butterfly Class B Shares as the holder of the number of Corporation New Class B Shares and Butterfly Class B Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class B Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class B Shares. (d) Upon the exchange of the Corporation Class C Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class C Shares and will be deemed to be added to the registers of holders of Corporation New Class C Shares and Butterfly Class C Shares as the holder of the number of Corporation New Class C Shares and Butterfly Class C Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class C Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class C Shares. (e) Upon the exchange of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class D Shares and will be deemed to be added to the registers of holders of Corporation New Class D Shares and Butterfly Class D Shares as the holder of the number of Corporation New Class D Shares and Butterfly Class D Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class D Shares. (f) Upon the exchange of the Butterfly Shares pursuant to subsection 3.1(i) of this Plan of Arrangement: (i) the name of each relevant holder of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares will be deemed to be removed from the registers of holders of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares, respectively, and will be deemed to be added to the register of holders of Manager Class A Shares and, if applicable, Manager Special Limited Voting Shares as the holder of the number of Manager Class A Shares and, if applicable, Manager Special Limited Voting Shares issued to such holder of Butterfly Shares; (ii) the name of each relevant holder of Butterfly Class B Shares will be deemed to be removed from the register of holders of Butterfly Class B Shares and will be deemed to be added to the register of holders of Manager Class B Shares as the holder of the number of Manager Class B Shares issued to such holder of Butterfly Class B Shares; and (iii) the Manager will be deemed to be added to the registers of holders of Butterfly Shares as the holder of the number of Butterfly Shares received on the exchange by the Manager pursuant to subsection 3.1(i) of this Plan of Arrangement and will be deemed to be the legal and beneficial owner thereof. (g) Upon the transfer of the Spin-off Distribution Property to Subco pursuant to subsection 3.1(k) of this Plan of Arrangement: (i) the register of holders of Asset Management Company Shares will be deemed to be revised to reflect the decrease in the number of Asset Management Company Shares owned by the Corporation as a result of the transfer, (ii) Subco will be deemed to be recorded as the registered holder of the Asset Management Company Shares so transferred on the register of holders of Asset Management Company Shares and will be deemed to be the legal and beneficial owner thereof, and (iii) the Corporation will be deemed to be added to the register of holders of Subco Shares as the holder of the number of Subco Shares issued to the Corporation pursuant to subsection 3.1(k) of this Plan of Arrangement. (h) Upon the purchase for cancellation of the Subco Shares pursuant to subsection 3.1(l) of this Plan of Arrangement, the Corporation will be deemed to be removed from the register of holders of Subco Shares and appropriate entries will be made in the register of holders of Subco Shares. (i) Upon the wind up of Subco pursuant to subsection 3.1(m) of this Plan of Arrangement, Subco will be deemed to be removed from the register of holders of Asset Management Company Shares, the Manager will be deemed to be recorded as the registered holder of the Asset Management Company Shares and will be deemed to be the legal and beneficial owner thereof and appropriate entries will be made in the register of holders of Asset Management Company Shares. (j) Upon the purchase for cancellation of the Butterfly Shares pursuant to subsection 3.1(n) of this Plan of Arrangement, the Manager will be deemed to be removed from the registers of holders of Butterfly Shares and appropriate entries will be made in the register of holders of Butterfly Shares. (k) Upon the conversions of Corporation New Shares pursuant to subsection 3.1(p) of this Plan of Arrangement: (i) the name of each relevant holder of Corporation New Class A Shares will be deemed to be removed from the register of holders of Corporation New Class A Shares and will be deemed to be added to the register of holders of Corporation Class A Shares as the holder of the number of Corporation Class A Shares received on the conversion by such Corporation Shareholder; (ii) the name of each relevant holder of Corporation New Class B Shares will be deemed to be removed from the register of holders of Corporation New Class B Shares and will be deemed to be added to the register of holders of Corporation Class B Shares as the holder of the number of Corporation Class B Shares received on the conversion by such Corporation Shareholder; (iii) the name of each relevant holder of Corporation New Class C Shares will be deemed to be removed from the register of holders of Corporation New Class C Shares and will be deemed to be added to the register of holders of Corporation Class C Shares as the holder of the number of Corporation Class C Shares received on the conversion by such Corporation Shareholder; (iv) the name of each relevant holder of Corporation New Class D Shares will be deemed to be removed from the register of holders of Corporation New Class D Shares and will be deemed to be added to the register of holders of Corporation Class D Shares as the holder of the number of Corporation Class D Shares received on the conversion by such Corporation Shareholder. (l) Upon the conversion of Corporation Class C Shares pursuant to subsection 3.1(r) of this Plan of Arrangement the name of each relevant holder of Corporation Class C Shares will be deemed to be removed from the register of holders of Corporation Class C Shares and will be deemed to be added to the register of holders of Corporation Series 51 Shares as the holder of the number of Corporation Series 51 Shares received on the conversion by such Corporation Shareholder. (m) Upon the conversion of Corporation Class D Shares pursuant to subsection 3.1(s) of this Plan of Arrangement the name of each relevant holder of Corporation Class D Shares will be deemed to be removed from the register of holders of Corporation Class D Shares and will be deemed to be added to the register of holders of Corporation Series 52 Shares as the holder of the number of Corporation Series 52 Shares received on the conversion by such Corporation Shareholder. (n) Upon the conversion of the Manager Special Limited Voting Shares pursuant to subsection 3.1(u) of this Plan of Arrangement, the name of each relevant holder of Manager Special Limited Voting Shares will be deemed to be removed from the register of holders of Manager Special Limited Voting Shares and will be deemed to be added to the register of holders of Manager Class A Shares as the holder of the number of Manager Special Limited Voting Shares so converted.

Appears in 2 contracts

Samples: Arrangement Agreement (Brookfield Asset Management Ltd.), Arrangement Agreement (Brookfield Asset Management Inc.)

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Registers of Holders. (a) Upon the exchange transfer of the Corporation Affected Preference Common Shares pursuant to subsection 3.1(c3.1(f) of this Plan of Arrangement, : (i) the name of each relevant Corporation Shareholder Transferor will be deemed to be removed from the register of holders of Corporation Affected Preference Shares and will be deemed to be added to the registers of holders of Corporation Class C Shares or Corporation Class D Common Shares, as applicable, as the holder of the number of Corporation Class C Shares or Corporation Class D Shares, respectively, issued to such Corporation Affected Preference Shareholder. Upon the cancellation of the Corporation Affected Preference Shares pursuant to subsection 3.1(c; (ii) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class C Shares and Corporation Class D Shares. (b) Upon the exchange of the Corporation Class A Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class A Shares and will be deemed to be added to the registers of holders of Corporation New Class A Shares and Butterfly Class A Shares as the holder of the number of Corporation New Class A Shares and Butterfly Class A Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class A Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class A Shares. (c) Upon the exchange of the Corporation Class B Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class B Shares and will be deemed to be added to the registers of holders of Corporation New Class B Shares and Butterfly Class B Shares as the holder of the number of Corporation New Class B Shares and Butterfly Class B Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class B Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class B Shares. (d) Upon the exchange of the Corporation Class C Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class C Shares and will be deemed to be added to the registers of holders of Corporation New Class C Shares and Butterfly Class C Shares as the holder of the number of Corporation New Class C Shares and Butterfly Class C Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class C Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class C Shares. (e) Upon the exchange of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class D Shares and will be deemed to be added to the registers of holders of Corporation New Class D Shares and Butterfly Class D Shares as the holder of the number of Corporation New Class D Shares and Butterfly Class D Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class D Shares. (f) Upon the exchange of the Butterfly Shares pursuant to subsection 3.1(i) of this Plan of Arrangement: (i) the name of each relevant holder of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares will be deemed to be removed from the registers of holders of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares, respectively, and Transferor will be deemed to be added to the register of holders of Manager BAM Class A Shares and, if applicable, Manager Special Limited Voting Shares as the holder of the number of Manager BAM Class A Shares and, if applicable, Manager Special Limited Voting Shares issued to each such holder Transferor pursuant to subsection 3.1(f) of Butterfly Shares; (ii) the name this Plan of each relevant holder of Butterfly Class B Shares Arrangement and will be deemed to be removed from the register of holders of Butterfly Class B Shares legal and beneficial owner thereof; and (iii) BAM will be deemed to be added to the register of holders of Manager Class B Common Shares as the holder of the number of Manager Class B Common Shares issued to such holder of Butterfly Class B Shares; and (iii) the Manager will be deemed to be added to the registers of holders of Butterfly Shares as the holder of the number of Butterfly Shares received on the exchange by the Manager acquired pursuant to subsection 3.1(i3.1(f) of this Plan of Arrangement and will be deemed to be the legal and beneficial owner thereof. (gb) Upon the transfer satisfaction of the Spin-off Distribution Property to subscription price of the common shares in the capital of the BN Subco pursuant to subsection 3.1(k3.1(l) of this Plan of Arrangement: (i) , the applicable BN Holdco will be deemed to be added to the register of holders of Asset Management Company Shares will be deemed to be revised to reflect the decrease common shares in the number of Asset Management Company Shares owned by the Corporation as a result capital of the transfer, (ii) BN Subco will be deemed to be recorded as the registered holder of the Asset Management Company Shares so transferred on 100 common shares issued to the register BN Holdco pursuant to subsection 3.1(l) of holders this Plan of Asset Management Company Shares Arrangement and will be deemed to be the legal and beneficial owner thereof. (c) Upon the transfer of the Capital Notes to Holdings (2025) LP pursuant to subsection 3.1(m) of this Plan of Arrangement, and (iii) the Corporation BN will be deemed to be added to the register of holders of Subco Shares Class A LP Units as the holder of the number of Subco Shares Class A LP Units issued to the Corporation pursuant to subsection 3.1(k) of this Plan of Arrangement. (h) Upon the purchase for cancellation of the Subco Shares pursuant to subsection 3.1(l) of this Plan of Arrangement, the Corporation will be deemed to be removed from the register of holders of Subco Shares and appropriate entries will be made in the register of holders of Subco Shares. (i) Upon the wind up of Subco BN pursuant to subsection 3.1(m) of this Plan of Arrangement, Subco will be deemed to be removed from the register of holders of Asset Management Company Shares, the Manager will be deemed to be recorded as the registered holder of the Asset Management Company Shares and will be deemed to be the legal and beneficial owner thereof and appropriate entries will be made in the register of holders of Asset Management Company Shares. (jd) Upon the purchase for cancellation satisfaction of the Butterfly subscription price of the BAM Class A Shares by Holdings (2025) LP pursuant to subsection 3.1(n) of this Plan of Arrangement, the Manager will be deemed to be removed from the registers of holders of Butterfly Shares and appropriate entries will be made in the register of holders of Butterfly Shares. Holdings (k2025) Upon the conversions of Corporation New Shares pursuant to subsection 3.1(p) of this Plan of Arrangement: (i) the name of each relevant holder of Corporation New Class A Shares will be deemed to be removed from the register of holders of Corporation New Class A Shares and LP will be deemed to be added to the register of holders of Corporation BAM Class A Shares as the holder of the number of Corporation BAM Class A Shares received on the conversion by such Corporation Shareholder; issued to Holdings (ii2025) the name LP pursuant to subsection 3.1(n) of each relevant holder this Plan of Corporation New Class B Shares Arrangement and will be deemed to be removed from the register legal and beneficial owner thereof. (e) Upon the satisfaction of holders the subscription price of Corporation New the BAM Class B A Shares and by each BN Subco pursuant to subsection 3.1(o) of this Plan of Arrangement, BN Subco will be deemed to be added to the register of holders of Corporation Class B Shares as the holder of the number of Corporation Class B Shares received on the conversion by such Corporation Shareholder; (iii) the name of each relevant holder of Corporation New Class C Shares will be deemed to be removed from the register of holders of Corporation New Class C Shares and will be deemed to be added to the register of holders of Corporation Class C Shares as the holder of the number of Corporation Class C Shares received on the conversion by such Corporation Shareholder; (iv) the name of each relevant holder of Corporation New Class D Shares will be deemed to be removed from the register of holders of Corporation New Class D Shares and will be deemed to be added to the register of holders of Corporation Class D Shares as the holder of the number of Corporation Class D Shares received on the conversion by such Corporation Shareholder. (l) Upon the conversion of Corporation Class C Shares pursuant to subsection 3.1(r) of this Plan of Arrangement the name of each relevant holder of Corporation Class C Shares will be deemed to be removed from the register of holders of Corporation Class C Shares and will be deemed to be added to the register of holders of Corporation Series 51 Shares as the holder of the number of Corporation Series 51 Shares received on the conversion by such Corporation Shareholder. (m) Upon the conversion of Corporation Class D Shares pursuant to subsection 3.1(s) of this Plan of Arrangement the name of each relevant holder of Corporation Class D Shares will be deemed to be removed from the register of holders of Corporation Class D Shares and will be deemed to be added to the register of holders of Corporation Series 52 Shares as the holder of the number of Corporation Series 52 Shares received on the conversion by such Corporation Shareholder. (n) Upon the conversion of the Manager Special Limited Voting Shares pursuant to subsection 3.1(u) of this Plan of Arrangement, the name of each relevant holder of Manager Special Limited Voting Shares will be deemed to be removed from the register of holders of Manager Special Limited Voting Shares and will be deemed to be added to the register of holders of Manager BAM Class A Shares as the holder of the number of Manager Special Limited Voting BAM Class A Shares so convertedissued to such BN Subco pursuant to subsection 3.1(o) of this Plan of Arrangement and will be deemed to be the legal and beneficial owner thereof.

Appears in 2 contracts

Samples: Arrangement Agreement (BROOKFIELD Corp /On/), Arrangement Agreement (Brookfield Asset Management Ltd.)

Registers of Holders. (a) Upon the deemed exchange of the Corporation Affected Preference BHC Common Shares pursuant to subsection 3.1(c) of this Plan of ArrangementSection 3.1(n), the name of each relevant Corporation BHC Shareholder will be deemed to be removed from the register of holders of Corporation Affected Preference BHC Common Shares and will be deemed to be added to the registers register of holders of Corporation BHC Class C A Shares or Corporation Class D and BHC Special Shares, as applicablerespectively, as the holder of the number of Corporation BHC Class C A Shares or Corporation Class D and BHC Special Shares, respectively, issued to such Corporation Affected Preference BHC Shareholder. Upon the deemed cancellation of the Corporation Affected Preference BHC Common Shares pursuant to subsection 3.1(c) of this Plan of ArrangementSection 3.1(n), appropriate entries will be made in the register of holders of Corporation Class C Shares and Corporation Class D BHC Common Shares. (b) Upon the exchange deemed transfer of the Corporation Class A BHC Special Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class A Shares and will be deemed to be added to the registers of holders of Corporation New Class A Shares and Butterfly Class A Shares as the holder of the number of Corporation New Class A Shares and Butterfly Class A Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class A Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class A Shares. (c) Upon the exchange of the Corporation Class B Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class B Shares and will be deemed to be added to the registers of holders of Corporation New Class B Shares and Butterfly Class B Shares as the holder of the number of Corporation New Class B Shares and Butterfly Class B Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class B Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class B Shares. (d) Upon the exchange of the Corporation Class C Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class C Shares and will be deemed to be added to the registers of holders of Corporation New Class C Shares and Butterfly Class C Shares as the holder of the number of Corporation New Class C Shares and Butterfly Class C Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class C Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class C Shares. (e) Upon the exchange of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class D Shares and will be deemed to be added to the registers of holders of Corporation New Class D Shares and Butterfly Class D Shares as the holder of the number of Corporation New Class D Shares and Butterfly Class D Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class D Shares. (f) Upon the exchange of the Butterfly Shares pursuant to subsection 3.1(i) of this Plan of Arrangement: Section 3.1(o): (i) the name of each relevant holder of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares will be deemed to be removed from the registers of holders of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares, respectively, and will be deemed to be added to the register of holders of Manager Class A Shares and, if applicable, Manager BHC Special Limited Voting Shares as the holder of the number of Manager Class A Shares and, if applicable, Manager Special Limited Voting Shares issued to such holder of Butterfly Shares; (ii) the name of each relevant holder of Butterfly Class B Shares will be deemed to be removed from the register of holders of Butterfly Class B BHC Special Shares and will be deemed to be added to the register of holders of Manager Class B TC Shares as the holder of the number of Manager Class B TC Shares issued to such holder of Butterfly Class B BHC Special Shares; and , and (iiiii) the Manager TC will be deemed to be added to the registers register of holders of Butterfly BHC Special Shares as the holder of the number of Butterfly BHC Special Shares received on the exchange transfer by the Manager TC pursuant to subsection 3.1(i3.1(o) and will be deemed to be the legal and beneficial owner thereof. (c) Upon the deemed transfer of this Plan the Numberco Shares pursuant to Section 3.1(p): (i) BHC will be deemed to be removed from the register of Arrangement holders of Numberco Shares and will be deemed to be added to the register of holders of TC Sub Shares as the holder of the number of TC Sub Shares issued to BHC, and (ii) TC Sub will be deemed to be added to the register of holders of Numberco Shares as the holder of the number of BHC Special Shares received on the transfer by TC Sub pursuant to subsection 3.1(p) and will be deemed to be the legal and beneficial owner thereof. (d) Upon the purchase of the BHC Special Shares from TC by BHC pursuant to Section 3.1(q), all such BHC Special Shares shall be deemed to be cancelled and TC will be deemed to be removed from the register of holders of BHC Special Shares and appropriate entries will be made in the register of holders of BHC Special Shares. (e) Upon the purchase of the TC Sub Shares from BHC by TC pursuant to Section 3.1(r), all such TC Sub Shares shall be deemed to be cancelled and BHC will be deemed to be removed from the register of holders of TC Sub Shares and appropriate entries will be made in the register of holders of TC Sub Shares. (f) Upon the transfer of the Numberco Shares from TC Sub to TC pursuant to Section 3.1(s): (i) TC Sub will be deemed to be removed from the register of holders of Numberco Shares, and (ii) TC will be deemed to be added to the register of holders of Numberco Shares as the holder of the number of the Numberco Shares received on the transfer by TC Sub pursuant to Section 3.1(s) and will be deemed to be the legal and beneficial owner thereof. (g) Upon the transfer amalgamation of the Spin-off Distribution Property to Subco TC and Numberco pursuant to subsection 3.1(k) of this Plan of Arrangement: Section 3.1(u): (i) appropriate entries will be made to the register of holders of each class of shares in the registers of TC and Numberco to reflect the cancellation of such shares, and (ii) the register of holders of Asset Management Company TC Shares will be deemed to be revised to reflect the decrease in the number of Asset Management Company Shares owned by the Corporation as a result of the transfer, (ii) Subco will be deemed to be recorded as the registered holder of the Asset Management Company Shares so transferred on the register of holders of Asset Management Company Shares Amalco Shares. (h) Upon the amalgamation of Amalco and B+L pursuant to Section 3.1(w): (i) appropriate entries will be deemed made to be the legal register of holders of each class of shares in the registers of Amalco and beneficial owner thereofB+L to reflect the cancellation of such shares (including, and for clarity, the B+L Shares held by Amalco), (iiiii) the Corporation name of each holder of Amalco Shares will be deemed to be added to the register of holders of Subco Amalco 2 Shares as the holder of the number of Subco Amalco 2 Shares deemed to have been issued to the Corporation such holder pursuant to subsection 3.1(k) of this Plan of Arrangement. Section 3.1(w), and (h) Upon the purchase for cancellation of the Subco Shares pursuant to subsection 3.1(l) of this Plan of Arrangement, the Corporation will be deemed to be removed from the register of holders of Subco Shares and appropriate entries will be made in the register of holders of Subco Shares. (i) Upon the wind up of Subco pursuant to subsection 3.1(m) of this Plan of Arrangement, Subco will be deemed to be removed from the register of holders of Asset Management Company Shares, the Manager will be deemed to be recorded as the registered holder of the Asset Management Company Shares and will be deemed to be the legal and beneficial owner thereof and appropriate entries will be made in the register of holders of Asset Management Company Shares. (j) Upon the purchase for cancellation of the Butterfly Shares pursuant to subsection 3.1(n) of this Plan of Arrangement, the Manager will be deemed to be removed from the registers of holders of Butterfly Shares and appropriate entries will be made in the register of holders of Butterfly Shares. (k) Upon the conversions of Corporation New Shares pursuant to subsection 3.1(p) of this Plan of Arrangement: (iiii) the name of each relevant holder of Corporation New Class A B+L Shares will be deemed to be removed from the register of holders of Corporation New Class A Shares and (other than Amalco) will be deemed to be added to the register of holders of Corporation Class A Amalco 2 Shares as the holder of the number of Corporation Class A Amalco 2 Shares received on the conversion by such Corporation Shareholder; (ii) the name of each relevant holder of Corporation New Class B Shares will be deemed to be removed from the register of holders of Corporation New Class B Shares and will be deemed have been issued to be added to the register of holders of Corporation Class B Shares as the such holder of the number of Corporation Class B Shares received on the conversion by such Corporation Shareholder; (iii) the name of each relevant holder of Corporation New Class C Shares will be deemed to be removed from the register of holders of Corporation New Class C Shares and will be deemed to be added to the register of holders of Corporation Class C Shares as the holder of the number of Corporation Class C Shares received on the conversion by such Corporation Shareholder; (iv) the name of each relevant holder of Corporation New Class D Shares will be deemed to be removed from the register of holders of Corporation New Class D Shares and will be deemed to be added to the register of holders of Corporation Class D Shares as the holder of the number of Corporation Class D Shares received on the conversion by such Corporation Shareholder. (l) Upon the conversion of Corporation Class C Shares pursuant to subsection 3.1(r) of this Plan of Arrangement the name of each relevant holder of Corporation Class C Shares will be deemed to be removed from the register of holders of Corporation Class C Shares and will be deemed to be added to the register of holders of Corporation Series 51 Shares as the holder of the number of Corporation Series 51 Shares received on the conversion by such Corporation ShareholderSection 3.1(w). (m) Upon the conversion of Corporation Class D Shares pursuant to subsection 3.1(s) of this Plan of Arrangement the name of each relevant holder of Corporation Class D Shares will be deemed to be removed from the register of holders of Corporation Class D Shares and will be deemed to be added to the register of holders of Corporation Series 52 Shares as the holder of the number of Corporation Series 52 Shares received on the conversion by such Corporation Shareholder. (n) Upon the conversion of the Manager Special Limited Voting Shares pursuant to subsection 3.1(u) of this Plan of Arrangement, the name of each relevant holder of Manager Special Limited Voting Shares will be deemed to be removed from the register of holders of Manager Special Limited Voting Shares and will be deemed to be added to the register of holders of Manager Class A Shares as the holder of the number of Manager Special Limited Voting Shares so converted.

Appears in 2 contracts

Samples: Arrangement Agreement (Bausch Health Companies Inc.), Arrangement Agreement (Bausch & Lomb Corp)

Registers of Holders. (a) Upon the exchange transfer of the Corporation Affected Preference Shares exchangeable shares pursuant to subsection 3.1(c3.1(b) of this Plan of Arrangement, the name of each relevant Corporation Dissenting Shareholder will be deemed to be removed from the Company’s register of holders of Corporation Affected Preference Shares and will be deemed to be added to the registers of holders of Corporation Class C Shares or Corporation Class D Shares, as applicable, as the holder of the number of Corporation Class C Shares or Corporation Class D Shares, respectively, issued to such Corporation Affected Preference Shareholderexchangeable shares. Upon the cancellation of the Corporation Affected Preference Shares exchangeable shares pursuant to subsection 3.1(c) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class C Shares and Corporation Class D SharesCompany’s register. (b) Upon the exchange of the Corporation Class A exchangeable shares for New Exchangeable Shares pursuant to subsection 3.1(e3.1(d) of this Plan of Arrangement, the name of each relevant Corporation Shareholder holder of exchangeable shares will be deemed to be removed from the Company’s register of holders of Corporation Class A Shares exchangeable shares and will be deemed to be added to the registers New Corporation’s register of holders of Corporation New Class A Shares and Butterfly Class A Shares as Exchangeable Shares. (c) Upon the holder exchange of the number exchangeable shares for class A.1 exchangeable shares pursuant to subsection 3.1(f) of this Plan of Arrangement, the name of the New Corporation New Class A Shares will be deemed to be removed from the Company’s register of holders of exchangeable shares and Butterfly Class A Shares, respectively, issued will be deemed to such Corporation Shareholderbe added to the Company’s register of holders of class A.1 exchangeable shares. Upon the cancellation of the Corporation Class A Shares such exchangeable shares pursuant to subsection 3.1(e3.1(f) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class A SharesCompany’s register. (cd) Upon the exchange of the Corporation Class B Shares exchangeable shares for class A.2 exchangeable shares pursuant to subsection 3.1(e3.1(g) of this Plan of Arrangement, the name names of each relevant Corporation Shareholder the applicable Persons in the Brookfield Group that held exchangeable shares will be deemed to be removed from the Company’s register of holders of Corporation Class B Shares exchangeable shares and will be deemed to be added to the registers Company’s register of holders of Corporation New Class B Shares and Butterfly Class B Shares as the holder of the number of Corporation New Class B Shares and Butterfly Class B Shares, respectively, issued to such Corporation Shareholderclass A.2 exchangeable shares. Upon the cancellation of the Corporation Class B Shares such exchangeable shares pursuant to subsection 3.1(e3.1(g) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class B SharesCompany’s register. (de) Upon the exchange transfer of 55 class B shares held by NA Holdco to the New Corporation Class C Shares pursuant to subsection 3.1(e3.1(h) of this Plan of Arrangement, the name of each relevant the New Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class C Shares and will be deemed to be added to the registers of holders of Corporation New Class C Shares and Butterfly Class C Shares as the holder of the number of Corporation New Class C Shares and Butterfly Class C Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class C Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the Company’s register of holders of Corporation Class C Shares. (e) Upon the exchange of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, class B shares and the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class D Shares and NA Holdco will be deemed to be added to the registers of holders of Corporation New Class D Shares and Butterfly Class D Shares as the holder of the number of Corporation New Class D Shares and Butterfly Class D Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the Corporation’s register of holders of Corporation New Class D B Shares. (f) Upon the exchange of subscription by NA Holdco for the Butterfly New Class B Shares pursuant to subsection 3.1(i) of this Plan of Arrangement: (i) , the name of each relevant holder of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares will be deemed to be removed from the registers of holders of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares, respectively, and NA Holdco will be deemed to be added to the New Corporation’s register of holders of Manager Class A Shares and, if applicable, Manager Special Limited Voting Shares as the holder of the number of Manager Class A Shares and, if applicable, Manager Special Limited Voting Shares issued to such holder of Butterfly Shares; (ii) the name of each relevant holder of Butterfly Class B Shares will be deemed to be removed from the register of holders of Butterfly Class B Shares and will be deemed to be added to the register of holders of Manager Class B Shares as the holder of the number of Manager Class B Shares issued to such holder of Butterfly New Class B Shares; and (iii) the Manager will be deemed to be added to the registers of holders of Butterfly Shares as the holder of the number of Butterfly Shares received on the exchange by the Manager pursuant to subsection 3.1(i) of this Plan of Arrangement and will be deemed to be the legal and beneficial owner thereof. (g) Upon the transfer of the Spin-off Distribution Property to Subco pursuant to subsection 3.1(k) of this Plan of Arrangement: (i) the register of holders of Asset Management Company Shares will be deemed to be revised to reflect the decrease in the number of Asset Management Company Shares owned by the Corporation as a result of the transfer, (ii) Subco will be deemed to be recorded as the registered holder of the Asset Management Company Shares so transferred on the register of holders of Asset Management Company Shares and will be deemed to be the legal and beneficial owner thereof, and (iii) the Corporation will be deemed to be added to the register of holders of Subco Shares as the holder of the number of Subco Shares issued to the Corporation pursuant to subsection 3.1(k) of this Plan of Arrangement. (h) Upon the purchase for cancellation of the Subco Shares pursuant to subsection 3.1(l) of this Plan of Arrangement, the Corporation will be deemed to be removed from the register of holders of Subco Shares and appropriate entries will be made in the register of holders of Subco Shares. (i) Upon the wind up of Subco pursuant to subsection 3.1(m) of this Plan of Arrangement, Subco will be deemed to be removed from the register of holders of Asset Management Company Shares, the Manager will be deemed to be recorded as the registered holder of the Asset Management Company Shares and will be deemed to be the legal and beneficial owner thereof and appropriate entries will be made in the register of holders of Asset Management Company Shares. (j) Upon the purchase for cancellation of the Butterfly Shares pursuant to subsection 3.1(n) of this Plan of Arrangement, the Manager will be deemed to be removed from the registers of holders of Butterfly Shares and appropriate entries will be made in the register of holders of Butterfly Shares. (k) Upon the conversions of Corporation New Shares pursuant to subsection 3.1(p) of this Plan of Arrangement: (i) the name of each relevant holder of Corporation New Class A Shares will be deemed to be removed from the register of holders of Corporation New Class A Shares and will be deemed to be added to the register of holders of Corporation Class A Shares as the holder of the number of Corporation Class A Shares received on the conversion by such Corporation Shareholder; (ii) the name of each relevant holder of Corporation New Class B Shares will be deemed to be removed from the register of holders of Corporation New Class B Shares and will be deemed to be added to the register of holders of Corporation Class B Shares as the holder of the number of Corporation Class B Shares received on the conversion by such Corporation Shareholder; (iii) the name of each relevant holder of Corporation New Class C Shares will be deemed to be removed from the register of holders of Corporation New Class C Shares and will be deemed to be added to the register of holders of Corporation Class C Shares as the holder of the number of Corporation Class C Shares received on the conversion by such Corporation Shareholder; (iv) the name of each relevant holder of Corporation New Class D Shares will be deemed to be removed from the register of holders of Corporation New Class D Shares and will be deemed to be added to the register of holders of Corporation Class D Shares as the holder of the number of Corporation Class D Shares received on the conversion by such Corporation Shareholder. (l) Upon the conversion of Corporation Class C Shares pursuant to subsection 3.1(r) of this Plan of Arrangement the name of each relevant holder of Corporation Class C Shares will be deemed to be removed from the register of holders of Corporation Class C Shares and will be deemed to be added to the register of holders of Corporation Series 51 Shares as the holder of the number of Corporation Series 51 Shares received on the conversion by such Corporation Shareholder. (m) Upon the conversion of Corporation Class D Shares pursuant to subsection 3.1(s) of this Plan of Arrangement the name of each relevant holder of Corporation Class D Shares will be deemed to be removed from the register of holders of Corporation Class D Shares and will be deemed to be added to the register of holders of Corporation Series 52 Shares as the holder of the number of Corporation Series 52 Shares received on the conversion by such Corporation Shareholder. (n) Upon the conversion of the Manager Special Limited Voting Shares pursuant to subsection 3.1(u) of this Plan of Arrangement, the name of each relevant holder of Manager Special Limited Voting Shares will be deemed to be removed from the register of holders of Manager Special Limited Voting Shares and will be deemed to be added to the register of holders of Manager Class A Shares as the holder of the number of Manager Special Limited Voting Shares so converted.

Appears in 1 contract

Samples: Arrangement Agreement (Brookfield Renewable Corp)

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Registers of Holders. (a) Upon the exchange of the Corporation Affected Preference FirstService Multiple Voting Shares pursuant to subsection 3.1(c) of this Plan of Arrangementparagraph 3.1(e)(i), the name of each relevant Corporation FirstService Shareholder will be deemed to be removed from the register of holders of Corporation Affected Preference FirstService Multiple Voting Shares and will be deemed to be added to the registers of holders of Corporation Class C FirstService New Multiple Voting Shares or Corporation Class D Shares, as applicable, and FirstService MV Special Shares as the holder of the number of Corporation Class C FirstService New Multiple Voting Shares or Corporation Class D and FirstService MV Special Shares, respectively, issued to such Corporation Affected Preference FirstService Shareholder. Upon the cancellation of the Corporation Affected Preference FirstService Multiple Voting Shares pursuant to subsection 3.1(c) of this Plan of Arrangementparagraph 3.1(e)(i), appropriate entries will be made in the register of holders of Corporation Class C Shares and Corporation Class D FirstService Multiple Voting Shares. (b) Upon the exchange of the Corporation Class A FirstService Subordinate Voting Shares pursuant to subsection 3.1(e) of this Plan of Arrangementparagraph 3.1(e)(ii), the name of each relevant Corporation FirstService Shareholder will be deemed to be removed from the register of holders of Corporation Class A FirstService Subordinate Voting Shares and will be deemed to be added to the registers of holders of Corporation FirstService New Class A Subordinate Voting Shares and Butterfly Class A FirstService SV Special Shares as the holder of the number of Corporation FirstService New Class A Subordinate Voting Shares and Butterfly Class A FirstService SV Special Shares, respectively, issued to such Corporation FirstService Shareholder. Upon the cancellation of the Corporation Class A FirstService Subordinate Voting Shares pursuant to subsection 3.1(e) of this Plan of Arrangementparagraph 3.1(e)(ii), appropriate entries will be made in the register of holders of Corporation Class A FirstService Subordinate Voting Shares. (c) Upon the exchange transfer of the Corporation Class B FirstService MV Special Shares pursuant to subsection 3.1(eparagraph 3.1(h)(i): (i) of this Plan of Arrangement, the name of each relevant Corporation FirstService Shareholder will be deemed to be removed from the register of holders of Corporation Class B Shares and will be deemed to be added to the registers of holders of Corporation New Class B Shares and Butterfly Class B Shares as the holder of the number of Corporation New Class B Shares and Butterfly Class B Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class B Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class B Shares. (d) Upon the exchange of the Corporation Class C Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class C Shares and will be deemed to be added to the registers of holders of Corporation New Class C Shares and Butterfly Class C Shares as the holder of the number of Corporation New Class C Shares and Butterfly Class C Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class C Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class C Shares. (e) Upon the exchange of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class D Shares and will be deemed to be added to the registers of holders of Corporation New Class D Shares and Butterfly Class D Shares as the holder of the number of Corporation New Class D Shares and Butterfly Class D Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class D Shares. (f) Upon the exchange of the Butterfly Shares pursuant to subsection 3.1(i) of this Plan of Arrangement: (i) the name of each relevant holder of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares will be deemed to be removed from the registers of holders of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares, respectively, and will be deemed to be added to the register of holders of Manager Class A Shares and, if applicable, Manager FirstService MV Special Limited Voting Shares as the holder of the number of Manager Class A Shares and, if applicable, Manager Special Limited Voting Shares issued to such holder of Butterfly Shares; (ii) the name of each relevant holder of Butterfly Class B Shares will be deemed to be removed from the register of holders of Butterfly Class B Shares and will be deemed to be added to the register of holders of Manager Class B Shares as the holder of the number of Manager Class B Shares issued to such holder of Butterfly Class B New FSV Multiple Voting Shares; and (iiiii) the Manager New FSV will be deemed to be added to recorded as the registers registered holder of the FirstService MV Special Shares on the register of holders of Butterfly FirstService MV Special Shares as the holder of the number of Butterfly Shares received on the exchange by the Manager pursuant to subsection 3.1(i) of this Plan of Arrangement and will be deemed to be the legal and beneficial owner thereof. (gd) Upon the transfer of the Spin-off Distribution Property to Subco FirstService SV Special Shares pursuant to subsection 3.1(k) of this Plan of Arrangement: paragraph 3.1(h)(ii): (i) the register name of holders of Asset Management Company Shares will be deemed to be revised to reflect the decrease in the number of Asset Management Company Shares owned by the Corporation as a result of the transfer, (ii) Subco will be deemed to be recorded as the registered holder of the Asset Management Company Shares so transferred on the register of holders of Asset Management Company Shares and will be deemed to be the legal and beneficial owner thereof, and (iii) the Corporation will be deemed to be added to the register of holders of Subco Shares as the holder of the number of Subco Shares issued to the Corporation pursuant to subsection 3.1(k) of this Plan of Arrangement. (h) Upon the purchase for cancellation of the Subco Shares pursuant to subsection 3.1(l) of this Plan of Arrangement, the Corporation each relevant FirstService Shareholder will be deemed to be removed from the register of holders of Subco Shares and appropriate entries will be made in the register of holders of Subco Shares. (i) Upon the wind up of Subco pursuant to subsection 3.1(m) of this Plan of Arrangement, Subco will be deemed to be removed from the register of holders of Asset Management Company Shares, the Manager will be deemed to be recorded as the registered holder of the Asset Management Company Shares and will be deemed to be the legal and beneficial owner thereof and appropriate entries will be made in the register of holders of Asset Management Company Shares. (j) Upon the purchase for cancellation of the Butterfly Shares pursuant to subsection 3.1(n) of this Plan of Arrangement, the Manager will be deemed to be removed from the registers of holders of Butterfly Shares and appropriate entries will be made in the register of holders of Butterfly Shares. (k) Upon the conversions of Corporation New Shares pursuant to subsection 3.1(p) of this Plan of Arrangement: (i) the name of each relevant holder of Corporation New Class A Shares will be deemed to be removed from the register of holders of Corporation New Class A FirstService SV Special Shares and will be deemed to be added to the register of holders of Corporation Class A Shares as the holder of the number of Corporation Class A Shares received on the conversion by such Corporation Shareholder;New FSV Subordinate Voting Shares; and (ii) New FSV will be deemed to be recorded as the name of each relevant registered holder of Corporation New Class B the FirstService SV Special Shares on the register of holders of FirstService SV Special Shares and will be deemed to be the legal and beneficial owner thereof. (e) Upon the transfer of the Distribution Property pursuant to subsection 3.1(j): (i) FirstService will be deemed to be removed from the register of holders of Corporation New Class B Shares common shares in the capital of FSV Holdco and will be deemed to be added to the register of holders of Corporation Class B Shares New FSV Special Shares; and (ii) New FSV will be deemed to be recorded as the registered holder of all common shares in the number capital of Corporation Class B Shares received FSV Holdco on the conversion by such Corporation Shareholder;register of holders of common shares in the capital of FSV Holdco and will be deemed to be the legal and beneficial owner thereof. (iiif) Upon the name redemption of each relevant holder of Corporation the New Class C FSV Special Shares pursuant to subsection 3.1(k), FirstService will be deemed to be removed from the register of holders of Corporation New Class C FSV Special Shares and appropriate entries will be deemed to be added to made in the register of holders of Corporation Class C Shares as New FSV Special Shares. (g) Upon the holder redemption of the number of Corporation Class C FirstService MV Special Shares received on the conversion by such Corporation Shareholder; (iv) the name of each relevant holder of Corporation and FirstService SV Special Shares pursuant to subsection 3.1(l), New Class D Shares FSV will be deemed to be removed from the register registers of holders of Corporation New Class D FirstService MV Special Shares and FirstService SV Special Shares and appropriate entries will be deemed to be added to made in the register registers of holders of Corporation Class D FirstService MV Special Shares as the holder of the number of Corporation Class D Shares received on the conversion by such Corporation Shareholderand FirstService SV Special Shares. (lh) Upon the conversion of Corporation Class C Shares pursuant to subsection 3.1(r) of this Plan of Arrangement the name of each relevant holder of Corporation Class C Shares will be deemed to be removed from the register of holders of Corporation Class C Shares FCRESI Arrangements becoming, outside and will be deemed to be added to the register of holders of Corporation Series 51 Shares not as the holder of the number of Corporation Series 51 Shares received on the conversion by such Corporation Shareholder. (m) Upon the conversion of Corporation Class D Shares pursuant to subsection 3.1(s) of this Plan of Arrangement the name of each relevant holder of Corporation Class D Shares will be deemed to be removed from the register of holders of Corporation Class D Shares and will be deemed to be added to the register of holders of Corporation Series 52 Shares as the holder of the number of Corporation Series 52 Shares received on the conversion by such Corporation Shareholder. (n) Upon the conversion of the Manager Special Limited Voting Shares pursuant to subsection 3.1(u) part of this Plan of Arrangement, effective pursuant to subsection 3.1(u), appropriate entries will be made in the name register of each relevant holder holders of Manager Special Limited FirstService New Subordinate Voting Shares in respect of any FirstService New Subordinate Voting Shares issued in connection therewith. (i) Upon the amalgamation of FirstService and FCRESI pursuant to subsection 3.1(w): (i) the register of holders of FirstService New Multiple Voting Shares will be deemed to be removed from the register of holders of Manager Special Limited Colliers Multiple Voting Shares; and (ii) the register of holders of FirstService New Subordinate Voting Shares and will be deemed to be added to the register of holders of Manager Class A Shares as the holder of the number of Manager Special Limited Colliers Subordinate Voting Shares so convertedShares.

Appears in 1 contract

Samples: Arrangement Agreement (Firstservice Corp)

Registers of Holders. (a) Upon the exchange transfer of the Corporation Affected Preference Shares exchangeable shares pursuant to subsection 3.1(c3.1(b) of this Plan of Arrangement, the name of each relevant Corporation Dissenting Shareholder will be deemed to be removed from the Company’s register of holders of Corporation Affected Preference Shares and will be deemed to be added to the registers of holders of Corporation Class C Shares or Corporation Class D Shares, as applicable, as the holder of the number of Corporation Class C Shares or Corporation Class D Shares, respectively, issued to such Corporation Affected Preference Shareholderexchangeable shares. Upon the cancellation of the Corporation Affected Preference Shares exchangeable shares pursuant to subsection 3.1(c) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class C Shares and Corporation Class D SharesCompany’s register. (b) Upon the exchange of the Corporation Class A exchangeable shares for New Exchangeable Shares pursuant to subsection 3.1(e3.1(d) of this Plan of Arrangement, the name of each relevant Corporation Shareholder holder of exchangeable shares will be deemed to be removed from the Company’s register of holders of Corporation Class A Shares exchangeable shares and will be deemed to be added to the registers New Corporation’s register of holders of Corporation New Class A Shares and Butterfly Class A Shares as Exchangeable Shares. (c) Upon the holder exchange of the number exchangeable shares for class A.1 exchangeable shares pursuant to subsection 3.1(f) of this Plan of Arrangement, the name of the New Corporation New Class A Shares will be deemed to be removed from the Company’s register of holders of exchangeable shares and Butterfly Class A Shares, respectively, issued will be deemed to such Corporation Shareholderbe added to the Company’s register of holders of class A.1 exchangeable shares. Upon the cancellation of the Corporation Class A Shares such exchangeable shares pursuant to subsection 3.1(e3.1(f) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class A SharesCompany’s register. (cd) Upon the exchange of the Corporation Class B Shares exchangeable shares for class A.2 exchangeable shares pursuant to subsection 3.1(e3.1(g) of this Plan of Arrangement, the name names of each relevant Corporation Shareholder the applicable Persons in the Brookfield Group that held exchangeable shares will be deemed to be removed from the Company’s register of holders of Corporation Class B Shares exchangeable shares and will be deemed to be added to the registers Company’s register of holders of Corporation New Class B Shares and Butterfly Class B Shares as the holder of the number of Corporation New Class B Shares and Butterfly Class B Shares, respectively, issued to such Corporation Shareholderclass A.2 exchangeable shares. Upon the cancellation of the Corporation Class B Shares such exchangeable shares pursuant to subsection 3.1(e3.1(g) of this Plan of Arrangement, appropriate entries will be made in the register of holders of Corporation Class B SharesCompany’s register. (de) Upon the exchange transfer of the class B share held by Canada HoldCo to the New Corporation Class C Shares pursuant to subsection 3.1(e3.1(h) of this Plan of Arrangement, the name of each relevant the New Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class C Shares and will be deemed to be added to the registers of holders of Corporation New Class C Shares and Butterfly Class C Shares as the holder of the number of Corporation New Class C Shares and Butterfly Class C Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class C Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the Company’s register of holders of Corporation Class C Shares. (e) Upon the exchange of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, class B shares and the name of each relevant Corporation Shareholder will be deemed to be removed from the register of holders of Corporation Class D Shares and Canada HoldCo will be deemed to be added to the registers of holders of Corporation New Class D Shares and Butterfly Class D Shares as the holder of the number of Corporation New Class D Shares and Butterfly Class D Shares, respectively, issued to such Corporation Shareholder. Upon the cancellation of the Corporation Class D Shares pursuant to subsection 3.1(e) of this Plan of Arrangement, appropriate entries will be made in the Corporation’s register of holders of Corporation New Class D B Shares. (f) Upon the exchange of subscription by Canada HoldCo for the Butterfly New Class B Shares pursuant to subsection 3.1(i) of this Plan of Arrangement: (i) , the name of each relevant holder of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares will be deemed to be removed from the registers of holders of Butterfly Class A Shares, Butterfly Class C Shares and Butterfly Class D Shares, respectively, and Canada HoldCo will be deemed to be added to the New Corporation’s register of holders of Manager Class A Shares and, if applicable, Manager Special Limited Voting Shares as the holder of the number of Manager Class A Shares and, if applicable, Manager Special Limited Voting Shares issued to such holder of Butterfly Shares; (ii) the name of each relevant holder of Butterfly Class B Shares will be deemed to be removed from the register of holders of Butterfly Class B Shares and will be deemed to be added to the register of holders of Manager Class B Shares as the holder of the number of Manager Class B Shares issued to such holder of Butterfly New Class B Shares; and (iii) the Manager will be deemed to be added to the registers of holders of Butterfly Shares as the holder of the number of Butterfly Shares received on the exchange by the Manager pursuant to subsection 3.1(i) of this Plan of Arrangement and will be deemed to be the legal and beneficial owner thereof. (g) Upon the transfer of the Spin-off Distribution Property to Subco pursuant to subsection 3.1(k) of this Plan of Arrangement: (i) the register of holders of Asset Management Company Shares will be deemed to be revised to reflect the decrease in the number of Asset Management Company Shares owned by the Corporation as a result of the transfer, (ii) Subco will be deemed to be recorded as the registered holder of the Asset Management Company Shares so transferred on the register of holders of Asset Management Company Shares and will be deemed to be the legal and beneficial owner thereof, and (iii) the Corporation will be deemed to be added to the register of holders of Subco Shares as the holder of the number of Subco Shares issued to the Corporation pursuant to subsection 3.1(k) of this Plan of Arrangement. (h) Upon the purchase for cancellation of the Subco Shares pursuant to subsection 3.1(l) of this Plan of Arrangement, the Corporation will be deemed to be removed from the register of holders of Subco Shares and appropriate entries will be made in the register of holders of Subco Shares. (i) Upon the wind up of Subco pursuant to subsection 3.1(m) of this Plan of Arrangement, Subco will be deemed to be removed from the register of holders of Asset Management Company Shares, the Manager will be deemed to be recorded as the registered holder of the Asset Management Company Shares and will be deemed to be the legal and beneficial owner thereof and appropriate entries will be made in the register of holders of Asset Management Company Shares. (j) Upon the purchase for cancellation of the Butterfly Shares pursuant to subsection 3.1(n) of this Plan of Arrangement, the Manager will be deemed to be removed from the registers of holders of Butterfly Shares and appropriate entries will be made in the register of holders of Butterfly Shares. (k) Upon the conversions of Corporation New Shares pursuant to subsection 3.1(p) of this Plan of Arrangement: (i) the name of each relevant holder of Corporation New Class A Shares will be deemed to be removed from the register of holders of Corporation New Class A Shares and will be deemed to be added to the register of holders of Corporation Class A Shares as the holder of the number of Corporation Class A Shares received on the conversion by such Corporation Shareholder; (ii) the name of each relevant holder of Corporation New Class B Shares will be deemed to be removed from the register of holders of Corporation New Class B Shares and will be deemed to be added to the register of holders of Corporation Class B Shares as the holder of the number of Corporation Class B Shares received on the conversion by such Corporation Shareholder; (iii) the name of each relevant holder of Corporation New Class C Shares will be deemed to be removed from the register of holders of Corporation New Class C Shares and will be deemed to be added to the register of holders of Corporation Class C Shares as the holder of the number of Corporation Class C Shares received on the conversion by such Corporation Shareholder; (iv) the name of each relevant holder of Corporation New Class D Shares will be deemed to be removed from the register of holders of Corporation New Class D Shares and will be deemed to be added to the register of holders of Corporation Class D Shares as the holder of the number of Corporation Class D Shares received on the conversion by such Corporation Shareholder. (l) Upon the conversion of Corporation Class C Shares pursuant to subsection 3.1(r) of this Plan of Arrangement the name of each relevant holder of Corporation Class C Shares will be deemed to be removed from the register of holders of Corporation Class C Shares and will be deemed to be added to the register of holders of Corporation Series 51 Shares as the holder of the number of Corporation Series 51 Shares received on the conversion by such Corporation Shareholder. (m) Upon the conversion of Corporation Class D Shares pursuant to subsection 3.1(s) of this Plan of Arrangement the name of each relevant holder of Corporation Class D Shares will be deemed to be removed from the register of holders of Corporation Class D Shares and will be deemed to be added to the register of holders of Corporation Series 52 Shares as the holder of the number of Corporation Series 52 Shares received on the conversion by such Corporation Shareholder. (n) Upon the conversion of the Manager Special Limited Voting Shares pursuant to subsection 3.1(u) of this Plan of Arrangement, the name of each relevant holder of Manager Special Limited Voting Shares will be deemed to be removed from the register of holders of Manager Special Limited Voting Shares and will be deemed to be added to the register of holders of Manager Class A Shares as the holder of the number of Manager Special Limited Voting Shares so converted.

Appears in 1 contract

Samples: Arrangement Agreement (Brookfield Infrastructure Corp)

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