REIT Stockholder Approval Sample Clauses

REIT Stockholder Approval. The issuance and sale of the Shares hereunder and all other actions contemplated hereby that require the approval of holders of the REIT Common Stock shall have been approved and adopted by the affirmative vote of the holders of a majority of the outstanding shares of REIT Common Stock present and entitled to vote thereon.
Sample 1
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REIT Stockholder Approval. As soon as practicable after the Execution Date, the REIT shall prepare and file with the Securities and Exchange Commission (the "SEC"), a proxy statement and related proxy materials (the "REIT Proxy Statement") prepared in accordance with Section 14(a) under the Exchange Act and the rules and regulations promulgated thereunder in order to solicit the approval of the REIT's stockholders of the issuance of the REIT Stock in the Exchange Offer, upon exchange of LP Units, and pursuant to the Pima Mortgage Merger, the Pima Realty Merger, and the Associates Merger. The REIT shall use its best efforts to respond to any comments by the SEC regarding the REIT Proxy Statement, and to receive notification or confirmation, from staff of the SEC that they have no comments or no further comments on the REIT Proxy Statement. The REIT will use its best efforts to mail the REIT Proxy Statement to its stockholders as soon as practicable following the later of (i) notification (or confirmation) by the SEC that it will have no comments or no further comments on the REIT Proxy Statement and (ii) the Commitment Date. Such meeting of the stockholders of the REIT shall be held in accordance with the laws of the State of Maryland on or before the Expiration Date or as soon thereafter as is practicable. The REIT, acting through its Board of Directors, shall recommend to its stockholders approval of the issuance of REIT Stock as contemplated by this Combination Agreement and the Amended Partnership Agreement, and shall solicit proxies in favor of such approval and shall vote all proxies in accordance with the instructions thereon at the meeting of the REIT's stockholders; provided, however, that such recommendation and solicitation may be withdrawn, modified, or amended by the Board of Directors if it determines in good faith to do so in the exercise of the directors' fiduciary duties, based upon the written advice of counsel.
Sample 1

Related to REIT Stockholder Approval

  • Parent Stockholder Approval The Parent Stockholder Approval shall have been obtained.

  • Company Stockholder Approval The Company Stockholder Approval shall have been obtained.

  • Stockholder Approval The Company Stockholder Approval shall have been obtained.

  • Requisite Stockholder Approval The Requisite Stockholder Approval shall have been obtained.

  • Company Shareholder Approval The Company Shareholder Approval shall have been obtained.

  • Stockholder Approvals Each of the Company Stockholder Approval and the Parent Stockholder Approval shall have been obtained.

  • No Shareholder Approval Seller hereby agrees that from the Closing Date ----------------------- until the issuance of Common Stock upon the conversion of the Debentures, Seller will not take any action which would require Seller to seek shareholder approval of such issuance.

  • Shareholder Approvals (a) Each of Peoples and Limestone shall take all action necessary in accordance with applicable law and their respective organizational documents to duly call, give notice of, convene and, as soon as practicable after the Registration Statement is declared effective, hold a meeting of its shareholders and, except as otherwise provided herein, use its reasonable best efforts to take such other actions necessary to obtain the relevant shareholder approvals, in each case as promptly as practicable for the purpose of obtaining the Requisite Peoples Vote and the Requisite Limestone Vote. Each party shall cooperate and keep the other party informed on a current basis regarding its solicitation efforts and voting results following the dissemination of the Joint Proxy Statement/Prospectus to the shareholders of each party. Each member of the Limestone Board shall have executed and delivered to Peoples a Support Agreement concurrently with the execution of this Agreement. (b) Except in the case of an Acceptance of Superior Proposal permitted by Section 6.06, Limestone shall solicit, and use its reasonable best efforts to obtain, the Requisite Limestone Vote at the Limestone Meeting. Subject to Section 6.06(d), Limestone shall (i) through the Limestone Board, recommend to its shareholders adoption of this Agreement (the “Limestone Recommendation”), and (ii) include such recommendation in the Joint Proxy Statement/Prospectus. Limestone hereby acknowledges its obligation to submit this Agreement to its shareholders at the Limestone Meeting as provided in this Section 6.02. If requested by Peoples, Limestone will engage a proxy solicitor, reasonably acceptable to Peoples, to assist in the solicitation of proxies from shareholders relating to the Requisite Limestone Vote. (c) Peoples shall solicit, and use its reasonable best efforts to obtain, the Requisite Peoples Vote at the Peoples Meeting. Peoples shall (i) through the Peoples Board, recommend to its shareholders adoption of this Agreement and the transactions contemplated herein by the shareholders of Peoples and any other matters required to be approved by Peoples’ shareholders for consummation of the Merger and the transactions contemplated herein, as required by this Section 6.01(c) (the “Peoples Recommendation”), and (ii) include such recommendation in the Joint Proxy Statement/Prospectus. The Peoples Board shall at all times prior to and during the Peoples Meeting recommend the approval and adoption of this Agreement and the transactions contemplated herein by the shareholders of Peoples and any other matters required to be approved by Peoples’ shareholders for consummation of the Merger and the transactions contemplated herein and shall not withhold, withdraw, amend, modify, change or qualify such recommendation in a manner adverse in any respect to the interests of Limestone or take any other action or make any other public statement inconsistent with such recommendation.

  • Shareholder Approval The Company Shareholder Approval shall have been obtained.

  • Stockholder Vote In connection with any vote of the holders of the Company’s common stock issued in the Initial Public Offering (such stockholders, the “Public Stockholders”) regarding a Business Combination, the Company shall provide to the Trustee an affidavit or certificate of a firm regularly engaged in the business of soliciting proxies and tabulating stockholder votes verifying the vote of the Public Stockholders regarding such Business Combination.

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