Required Parent Stockholder Approval Sample Clauses

Required Parent Stockholder Approval. The Required Parent Stockholder Approval shall have been obtained.
Sample 1Sample 2Sample 3See All (7)
AutoNDA by SimpleDocs
Required Parent Stockholder Approval. The Warrant Tender Offer shall have been completed and the Required Parent Stockholder Approval shall have been obtained.
Sample 1
Required Parent Stockholder Approval. (a) Parent shall take, in accordance with Applicable Law and its Governing Documents, all action necessary to call, hold, and convene an extraordinary general meeting of Parent Shareholders (including any permitted adjournment or postponement thereof, the “Parent Extraordinary General Meeting”) to be held as soon as reasonably practicable after the S-4 Registration Statement is declared effective under the Securities Act and the Parent Circular is mailed in accordance with Canadian Securities Laws, provided that the Company has complied with its obligations pursuant to Section 9.09(d), to consider and vote upon the Parent Restructuring Resolution and for any other proper purpose as may be set out in the Parent Circular. (b) Parent shall (i) prepare the Parent Circular, together with any other documents required by Canadian Securities Laws and the laws of the Cayman Islands in connection with the Parent Extraordinary General Meeting in compliance with applicable Canadian Securities Laws and the laws of the Cayman Islands and (ii) cause the Parent Circular and such other documents to be filed and sent to Parent Shareholders in accordance with Canadian Securities Laws and the laws of the Cayman Islands. (c) Parent shall ensure that the Parent Circular complies in all material respects with Canadian Securities Laws and the laws of the Cayman Islands, does not contain any misrepresentation (except that Parent shall not be responsible to the Company for any information relating to the Company that was provided by the Company in writing for inclusion in the Parent Circular pursuant to Section 9.09(d)) and provides Parent Shareholders with sufficient information to permit them to form a reasoned judgement concerning the matters to be placed before the Parent Extraordinary General Meeting. Without limiting the generality of the foregoing, the Parent Circular must include a statement that, based on the recommendation of the Special Committee, the board of directors of Parent has determined that the Parent Restructuring is in the best interests of Parent and fair to Parent Shareholders and recommends that Parent Shareholders (excluding any Person excluded for the purpose of such vote pursuant to the principles of MI 61-101 and/or the rules and policies of the TSX) vote in favor of the Parent Restructuring Resolution. (d) The Company shall use commercially reasonable efforts to promptly furnish to Parent and its Representatives all information concerning itself, its S...
Sample 1
Required Parent Stockholder Approval. The Parent Stockholder Approval Matters that are submitted to the vote of the shareholders of the Parent at the Special Meeting in accordance with the Proxy Statement shall have been approved by the requisite vote of the shareholders of the Parent at the Special Meeting in accordance with the Proxy Statement (the “Required Parent Stockholder Approval”).
Sample 1

Related to Required Parent Stockholder Approval

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

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

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

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

  • Stockholder Approval The Company Stockholder 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.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!