Shareholders Right. 3.1 Party B shall have the rights related to earnings-related rights that due to the entrusted shares under the entrusted shares, such as the share earnings, profit sharing and supervision right. Party C and Party D shall, within 3 days from the date of receipt, deliver to Party B the dividends and other payments under the entrusted shares received by Party C and Party D on behalf of Party B. Otherwise, Party C and Party D shall pay Party B liquidated damages 1,000 yuan for each day overdue (calculated cumulatively daily).
3.2 Party B shall have the right to dispose the entrusted shares according to its own intention, including transfer, pledge, etc. And Party C and Party D shall cooperate with Party B to complete the corresponding disposal of the entrusted shares in according to Party B’s intention.
3.3 Party C and Party D may exercise the shareholder’s rights to participate in the decision-making and management stipulated in the Company Law according to the entrustment of Party B, including participating in shareholder’s meetings, exercising voting rights and shareholders’ rights to know, participating in shareholders’ litigation, etc.
Shareholders Right. A Stock Option Holder shall have no dividend rights, voting rights or other rights as a shareholder with respect to any Shares covered by his or her Stock Option prior to the time when such Shares are issued. No adjustment shall be made for cash dividends or other rights for which the record date is prior to such time.
Shareholders Right. Each Shareholder may elect, by delivering to ------------------ Xxxxxx a written notice (a "Tag Along Notice") of its election within fifteen (15) days after receipt of the Transfer Notice (the "Tag Along Period"), to participate in Xxxxxx'x Transfer of Common Stock on the same terms and conditions specified in the Transfer Notice. The Tag Along Notice shall specify the maximum number of Common Stock shares that the Shareholder (a "Tag Along Shareholder") elects to Transfer which number shall not exceed the product (rounded down to the nearest whole number) of (i) the percentage of Xxxxxx'x Pro Rata Share that Xxxxxx proposes to Transfer and (ii) the number of shares of Common Stock owned by the Shareholder. Xxxxxx shall use its best efforts to interest the third party in purchasing all the Common Stock shares specified by Tag Along Shareholders in Tag Along Notices, in addition to the Common Stock that the third party may already have agreed to purchase from Xxxxxx. If the third party refuses to purchase all of such additional available Common Stock shares, then Xxxxxx may sell Common Stock to such third party only if Xxxxxx and each Tag Along Shareholder shall be entitled to sell to such third party an amount of Common Stock equal to the product (rounded down to the nearest whole number) obtained by multiplying (x) the aggregate number of Common Stock shares such third party is willing to acquire by (y) a fraction, the numerator of which is the number of Common Stock shares proposed to be Transferred by the selling party in the applicable Tag Along Notice or Transfer Notice, as the case may be, and the denominator of which is the aggregate number of Common Stock shares proposed to be Transferred in such notices by Xxxxxx and the Tag Along Shareholders.
Shareholders Right. From the New Shares Registration Date, the Subscriber shall be entitled to all rights, interests and incomes in the New Shares, including without limitation sharing the undistributed profits accumulated prior to this Issuance with other shareholders of the Company in proportion to the percentage of the shares held by the Subscriber in the Company.
Shareholders Right. If, the Purchase Date Net Operating Income of EBRx, is greater than $3,500,000:
(a) Each Shareholder shall have the right during the period beginning after the end of the fifteenth full month and ending at the end of the eighteenth full month after the Effective Time to require the Parent (or at the Parent’s election, the Company or EBRx so long as the Company or EBRx, as the case may be, has adequate funds available to complete the purchase) to purchase 100% of the Owner Shares (not purchased pursuant to Section 9.1) for cash by giving a notice of purchase (a “Repurchase Notice”) to the Parent.
(b) The Per Share Repurchase Price for such Owner Shares to be purchased by the Parent (or the Company or EBRx) from the Shareholders pursuant to this Section 10.1 shall be 120% of that amount which would be calculated pursuant to Section 9.1(b) based on the Purchase Date Net Operating Income.
(c) The Parent agrees that prior to the expiration of the Shareholders Right (or compliance with Section 10.2), the Parent, directly or indirectly, will retain ownership of at least 51% of the Company and the Company will retain, directly or indirectly, 100% ownership of EBRx; and the Parent will not enter into any financing agreement or other contracts that prevents or restricts the fulfillment of the Parent’s obligations under this Agreement.
Shareholders Right the nearest whole number) of (x) the total number of shares to be acquired by the Third Party as set forth in the Tag-Along Notice, multiplied by (y) a fraction, (1) the numerator of which shall be the number of shares of Common Stock owned by such Tag-Along Shareholder as of the date of the Tag-Along Notice and (2) the denominator of which shall be the aggregate number of outstanding shares of Common Stock owned on such date by all Shareholders; provided that any share amounts so determined shall be rounded to avoid fractional shares.
Shareholders Right. If within the forty-five (45) day period the Company does not elect to buy the Shares of the Selling Shareholder, then the remaining Shareholders shall collectively have fifteen (15) days to offer to purchase the Shares not purchased by the Company on a pro rata basis between or among the remaining Shareholders so offering. If the remaining Shareholders, or any of them, agree to buy the Shares of the Selling Shareholder they may collectively elect to purchase the Shares at the price and upon the terms offered by the third party, in which case the sale shall be consummated within fifteen (15) days after the expiration of the 15-day offer period.
Shareholders Right
