Rights as Shareholders; Stock Transfers. At the Effective Time, all shares of Company Common Stock, when converted in accordance with Section 2.01(c) above, shall no longer be outstanding and shall automatically be cancelled and retired and shall cease to exist, and each Certificate previously evidencing such shares shall thereafter represent only the right to receive for each such share of Company Common Stock, the Merger Consideration in accordance with this Article 2 (subject to the provisions of Section 2.06). At the Effective Time, the non-dissenting holders of Company Common Stock shall cease to be, and shall have no rights as, shareholders of Company, other than the right to receive the Merger Consideration in accordance with this Article 2. After the Effective Time, there shall be no registration of transfers on the stock transfer books of Company of shares of Company Common Stock.
Appears in 3 contracts
Samples: Merger Agreement (Sunnyside Bancorp, Inc.), Merger Agreement (Sunnyside Bancorp, Inc.), Merger Agreement (OppCapital Associates LLC)
Rights as Shareholders; Stock Transfers. At the Effective Time, all All shares of Company Common Stock, when converted as provided in accordance with Section 2.01(c) above), shall no longer be outstanding and shall automatically be cancelled and retired and shall cease to exist, and each Certificate or Book-Entry Shares previously evidencing such shares shall thereafter represent only the right to receive for each such share of Company Common Stock, the Merger Consideration and any cash in lieu of fractional shares of Buyer Common Stock in accordance with this Article 2 (subject to the provisions of Section 2.06)ARTICLE II. At the Effective Time, the non-dissenting holders of Company Common Stock shall cease to be, and shall have no rights as, shareholders of Company, other than the right to receive the Merger Consideration and cash in accordance with lieu of fractional shares of Buyer Common Stock as provided under this Article 2ARTICLE II. After the Effective Time, there shall be no registration of transfers on the stock transfer books of Company of shares of Company Common Stock.
Appears in 2 contracts
Samples: Merger Agreement (Bank of the Carolinas CORP), Merger Agreement (Bank of the Ozarks Inc)
Rights as Shareholders; Stock Transfers. At the Effective Time, all All shares of Company Common Stock, when converted as provided in accordance with Section 2.01(c) above), shall no longer be outstanding and shall automatically be cancelled and retired and shall cease to exist, and each Certificate certificate (a “Certificate”) previously evidencing such shares shall thereafter represent only the right to receive for each such share of Company Common Stock, the Merger Consideration and, if applicable, any cash in lieu of fractional shares of Buyer Common Stock in accordance with this Article 2 (subject to the provisions of Section 2.06)2.03. At the Effective Time, the non-dissenting holders of the Company Common Stock shall cease to be, and shall have no rights as, shareholders of Company, the Company other than the right to receive the Merger Consideration and cash in accordance with lieu of fractional shares of Buyer Common Stock as provided under this Article 2II. After the Effective Time, there shall be no registration of transfers on the stock transfer books of the Company of shares of the Company Common Stock.
Appears in 1 contract
Samples: Merger Agreement (New Hampshire Thrift Bancshares Inc)