Resolutions of the shareholders’ meeting Sample Clauses

Resolutions of the shareholders’ meeting. The Renewal Shareholders Agreement confirms that (i) Pirelli’s technological know-how shall remain in the ownership of Pirelli and shall not be transferred to third parties (except for the licenses granted at arm’s length and for the renewal, extension, amendment and/or review of what already agreed and executed as of October 1, 2017 with respect to the use of said technological know-how in the industrial sector); and (ii) the operating and administrative headquarters of Pirelli shall remain in Milan. The Renewal Shareholders Agreement provides also that the resolutions of the extraordinary shareholders’ meetings of Pirelli relating to Pirelli’s technological know-how and/or the operating and administrative headquarter shall be taken with a majority of 90% of the ordinary share capital.
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Resolutions of the shareholders’ meeting. The New Shareholders Agreement provides that (i) Pirelli’s technological know-how shall remain in the ownership of Pirelli and shall not be transferred to third parties (except for the licenses granted at arm’s length and for the renewal, extension, amendment and/or review of what already agreed and executed as of October 1, 2017 with respect to the use of said technological know-how in the industrial sector); and (ii) the operating and administrative headquarters of Pirelli shall remain in Milan. The New Shareholders Agreement provides that the resolutions of the extraordinary shareholders’ meetings of Pirelli relating to Pirelli’s technological know-how and/or the operating and administrative headquarter shall be taken with a majority of 90% of the ordinary share capital. Each of the above-mentioned provisions shall be reflected (as they were already reflected) in the by-laws of Pirelli, which has become effective as of the Date of Completion of the IPO.
Resolutions of the shareholders’ meeting. (1) Resolutions of the shareholders' meeting shall be adopted by simple majority unless a larger majority or unanimity is required by law or these articles of incorporation.
Resolutions of the shareholders’ meeting. The Renewal Shareholders Agreement confirms once again that (i) Pirelli’s technological know-how shall remain in the ownership of Pirelli and shall not be transferred to third parties (except for the licenses granted at arm’s length and for the renewal, extension, amendment and/or review of what already agreed and executed as of 1
Resolutions of the shareholders’ meeting. (a) Xxxxxxxxxx xxxxxx Xxx xxxxxxxxxxxx' xxxxxxx xxxxx xx xxxxxxx xx xxxxxxxxxxxx xxxxxxx xx xxxxx 75% xx xxx Xxxxxx xxx xxxxxx xxxxxx xxx xxxxxxx xx xxxxxxxxxxx. Xx xxxx xxxx 75% xx xxx Xxxxxx xxx xxxxxx xxxxxx xxx xxxxxxx xx xxxxxxxxxxx, x xxxxxx xxxxxxxxxxxx' xxxxxxx xxxxx xx xxxxxxxx xxxx xxx xxxx xxxxxxxxxx xxxxxx xxx xxx xxxx xxxxxx. Xxxx xxxxxxxxxxxx' xxxxxxx xxxxx xxxx xxxxxxxxxx x xxxxxx xxxxxxxxxx xx xxx xxxxxxxxxx xx xxxxxx xxxxxxxxxxx. (b) Xxxxxx xxx xxxxxxxxxxx Xxxx Xxxxx xxxxxxx xxx xxxxxx xxxxx xx xxx xxxxxxxxxxxx' xxxxxxx. Xxx xxxxxxxxxxxx' xxxxxxx xxxxxx xxxxxxxxxxx xxx xxxxxxx xxx xxxxxxxxx xxxx xxx xxxxxxxx xxxxxxxx xx xxx xxxxx xxxxxxxxxxx, xxxxxx x xxxxxxxxx xxxxxx xxxxxxx xxxx xxx xxx xx xxx Xxxxxxxx xx Xxxxxxxxxxx.
Resolutions of the shareholders’ meeting. All resolutions made by the shareholders’ meeting of the Company must be passed only with the affirmative votes from the shareholders representing 2/3 or more of voting rights at a duly convened shareholders' meeting. If any resolution involves related transaction, the related shareholders shall withdraw from the voting. The resolutions regarding the following matters must be passed only with the consent of Party A: to accept any investment or change the shareholding structure by the Company; to enter into equity and debt financing; and to amend the Articles of Association.
Resolutions of the shareholders’ meeting. The Renewal Shareholders Agreement confirms once again that (i) Pirelli’s technological know-how shall remain in the ownership of Pirelli and shall not be transferred to third parties (except for the licenses granted at arm’s length and for the renewal, extension, amendment and/or review of what already agreed and executed as of 1 October 2017 and confirmed pursuant to the shareholders agreement entered into on 1 August 2019, with respect to the use of said technological know-how in the industrial sector); and
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Related to Resolutions of the shareholders’ meeting

  • Stockholder Meetings All expenses incidental to holding meetings of Stockholders, including the printing of notices and proxy materials, and proxy solicitation therefor.

  • Shareholder Meeting Commencing not later than October 15, 2001, Seller shall take, consistent with applicable law and its Articles of Incorporation and Bylaws, as amended and/or restated to date, all action necessary to convene and hold a meeting of holders of Seller Common Stock as promptly as practicable after October 15, 2001 for the purpose of considering and voting upon the approval of this Agreement and the transactions contemplated herein (the "SELLER'S SHAREHOLDER MEETING"). Without limiting the generality of the foregoing, Seller shall, promptly following October 15, 2001 (but not later than November 5, 2001), prepare a proxy statement (whether as part of a registration statement on Form S-4 or otherwise) (the "PROXY STATEMENT"), file it with the Securities and Exchange Commission ("SEC") under the Exchange Act, and use all reasonable efforts to have it cleared or declared effective by the SEC. As promptly as practicable after the Proxy Statement has been cleared or declared effective by the SEC, Seller shall mail the Proxy Statement to the shareholders of Seller as of the record date for the shareholders' meeting referred to above. Seller shall use its reasonable best efforts to obtain and furnish the information required to be included by it in the Proxy Statement and, after consultation with Buyer, respond promptly to any comments of the SEC relating to the preliminary Proxy Statement pertaining to the transactions contemplated by this Agreement and to cause the definitive Proxy Statement relating to the transactions contemplated by this Agreement to be mailed to its shareholders, all at the earliest practicable time. Whenever an event occurs which should be set forth in an amendment or supplement to the Proxy Statement or any other filing required to be made with the SEC, each party hereto will promptly inform the others and cooperate in filing with the SEC and/or mailing to shareholders such amendment or supplement. Other than as required by Seller Board Fiduciary Duties, the Board of Directors of Seller shall recommend such approval (referral to which shall be included in the Proxy Statement) and Seller shall take all lawful action to solicit such approval. At any such meeting of Seller's shareholders all of the White Shares shall be voted for the approval of this Agreement and the transactions contemplated hereby. Buyer and the Whites covenant and agree to cooperate with Seller in connection with the preparation, filing and mailing of the Proxy Statement and any amendment or supplement thereto, including (without limitation) providing, as promptly as practicable and at their sole expense, such information as Seller shall reasonably request for use in the Proxy Statement. Buyer and the Whites agree that Seller may rely on any information furnished by Buyer or White in preparing the Proxy Statement and any amendment or supplement thereto. Nothing in this Section 7.4 is intended to preclude the Board of Directors of Seller from taking, or causing to be taken, any action which the Board of Directors determines, based on the advice of outside counsel as to legal matters, is required by Seller Board Fiduciary Duties.

  • Stockholders Meeting (a) If required by applicable law in order to consummate the Merger, the Company, acting through its Board of Directors, shall, in accordance with applicable law:

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