SHAREHOLDING STRUCTURE Sample Clauses
SHAREHOLDING STRUCTURE. (1) Except as disclosed, as of the date hereof, the payment of the issued capital of the Company is in full compliance with the requirements of laws of Cayman Islands and Company’s Articles of Association. All of the issued capital of the Company is held by the Shareholders, free and clear of any Encumbrances. The Company has no legal or contractual obligation to provide any capital investment (whether by loan, capital contribution or otherwise) to any other Person;
(2) The shareholders and their shareholding percentage in the currently effective shareholders' list of the Company can truly, accurately and completely reflect the issued share capital of the Company prior to this Private Placement.
SHAREHOLDING STRUCTURE an updated list of the Borrower’s shareholders / stockholders, and if the Borrower is member of a group of companies, the respective group structure chart, without delay since the date of any amendment in any list and/or upon the Bank’s request in this respect;
SHAREHOLDING STRUCTURE. Schedule 3(z) contains the detailed current shareholding structure of the Controlling Shareholder (the “Shareholding Structure”). There are no pending or to the Knowledge of the Borrower threatened claims of any third party or within the Controlling Shareholder and its, Affiliates and Subsidiaries in connection with the corporate transactions that resulted in the current Shareholding Structure.
SHAREHOLDING STRUCTURE. The shareholding structure of the Target Company (including the Target Company’s structure and agreement control structure recorded in the registration authorities) is shown in Appendix 3. The Target Company undertakes and warrants that the shareholding structure shown in Appendix 3 can accurately and completely reflect its shareholding structure as of the date of execution of the Contract.
SHAREHOLDING STRUCTURE. The chart below sets out the shareholding structure of the Company as at the date of this announcement: SSL Xx. Xx SBL Xx. Xxxxx 4.09% 12.06% 25.74% 0.89% 20.76% 0.46% 2.20% BRVL SCGL MCIL Other Disinterested Shareholders 100% Participating Management Shareholders 100%
SHAREHOLDING STRUCTURE. The table below sets out the shareholding structure of the Company as at the date of this announcement and immediately following implementation of the Proposal and completion of the transfer of 100,000,000 fully paid TopCo Shares by Chen Family Trust SPV 2 to CVC HoldCo (see the section headed “Arrangements Material to the Proposal – Consortium Agreement” in this announcement), assuming that: (a) no further Shares will be issued and no further RSUs will be granted under the 2016 Equity Incentive Plan on or before the Record Date; and (b) there will be no other change in the shareholding of the Company before the Effective Date. As at the date of this announcement Immediately following implementation of the Proposal and completion of the transfer of 100,000,000 fully paid TopCo Shares from Chen Family Trust SPV 2 to CVC HoldCo(7) Number of Shares as a percentage of total number of Shares in issue (%) Number of RSUs which have been granted but have not yet vested Number of Shares Number of Shares %
SHAREHOLDING STRUCTURE. The chart included in Section 2.2 of the Schedule of Exceptions sets forth a complete description of the ownership structure of each Group Company and each business enterprise owned or controlled by the Founder (a “Founder Company”).
SHAREHOLDING STRUCTURE. 4.1 Upon Completion, the voting share capital of the Company will be represented by: (i) 103,336,423,049 Ordinary Shares held by the Original Shareholders representing 90.1% of the voting share capital of the Company; and (ii) 11,354,390,546 Preferred Class A Shares held by the Preferred Shareholders representing 9.9% of the voting share capital of the Company. Each Equity Share, regardless of whether it is an Ordinary Share or a Preferred Class A Share, will have one vote.
4.2 On the Completion Date, the Company shall issue 11,354,390,546 Preferred Class A Shares and the Preferred Shareholders shall subscribe for such Preferred Class A Shares as set out opposite their respective names in Schedule 2 (Shareholding After Completion). The rights and privileges afforded to each of the Preferred Class A Shares as they relate to the receipt of Distributable Dividends are set out herein. The Preferred Shareholders shall have preferential rights upon liquidation, as set out in the Articles. The Original Shareholders hereby waive their right to redemption in case of liquidation in favour of the Preferred Shareholders.
4.3 For the avoidance of doubt, no Original Shareholder shall receive any proceeds as a result of liquidation and any and all amounts received in this respect shall be distributed to Preferred Shareholders as set out in the Articles, and otherwise to the extent permitted by Applicable Law, but only up to an amount to be calculated as the Preference Amount compounded by the Redemption Eligible IRR starting on the Completion Date and ending on the date that proceeds are realised as a result of liquidation (“Liquidation Preference Amount”). The Original Shareholders hereby irrevocably assign and transfer any proceeds they might otherwise be entitled to receive as a result of liquidation of the Company by operation of law, including but not limited to the amount they have received in consideration of and corresponding to the nominal / par value of Equity Shares they hold at the time of liquidation which shall not, in any case, be less than the Liquidation Preference Amount less any proceeds resulting from liquidation and any and all amounts received in this respect by the Preferred Shareholders (“Liquidation Assignment Amount”). The parties agree that this Clause is a true, valid, irrevocable and enforceable assignment of the Liquidation Assignment Amount and the Parties agree to take all actions necessary to effect the assignment hereof under any relevan...
SHAREHOLDING STRUCTURE. Assuming all of the illustrative post-Proposed Share Consolidation numbers of 1,785,710,526 Consideration Shares allotted and issued to the Vendor, the shareholding structure of the Company before and after the Completion of the Proposed Transactions (assuming that the SOA is carried out in accordance with its terms) is set out as follows: Before the completion of the Proposed Transactions After the completion of the Proposed Transactions Direct Interest No. of Shares % Deemed Interest No. of Shares % Direct Interest No. of Shares % Deemed Interest No. of Shares % Xx Xxxx Xxx (1) Xxxxxx Xxxxx Reddy - 58,310,906 23.27 163,482,328 - - 5,831,091 0.31 16,348,233 - Posh Corridor Sdn. Bhd. (“Posh Corridor”) (1) (2) 100,898,838 40.26 58,095,490 10,089,884 0.55 5,809,549 Blumont Group Ltd (“Blumont”) (1) 13,340,000 5.32 - 1,334,000 0.07 - Attilan Group Limited (“AGL”) (3) (4) - 163,482,328 - 16,348,233 TAP Private Equity Inc. (“TAP”) (3) - 158,994,328 - 15,899,433 Attilan Investment Ltd. (“AIL”) (3) (4) - 163,482,328 - 16,348,233 Dragonrider Opportunity Fund L.P. (“DOF”) (3) - 158,994,328 - 15,899,433 Datuk Xxxxx Xxx Xxxx Xx (1) SOA Creditors - 163,482,328 - 40,511,144 2.19 16,348,233 Vendor and related persons - Techna-X Berhad - - 892,855,263 48.23 - Xx Xxx Xxxxxxxx Hasni Bin Xxx Xxxxxxxx - - 446,427,632 24.11 - Nong You Hua - - 267,856,579 14.47 - Satriya Bin Suetoh - - 178,571,053 9.65 - Existing Large and Public 78,055,487 31.15 - 7,805,549 0.42 -
(1) Each of Xx Xxxx Xxx and Datuk Xxxxx Xxx Xxxx Xx has a deemed interest of 33.3% in AGL. By virtue of Section 7 of the Companies Act (Chapter 50) of Singapore (the “Companies Act”), each of them is deemed to be interested in all the Shares held by Posh Corridor and AIL.
(2) Posh Corridor is deemed interested in 44,755,490 Shares held by Xxxxxxx Xxxxxxxxxx Pte. Ltd. as its nominee and 13,340,000 Shares held by Blumont Group Ltd. due to an assignment of shares arrangement.
(3) Posh Corridor is owned by DOF (78.4%) and AIL (21.6%). DOF is a fund managed by TAP which is in turn wholly owned by AGL. AIL is a wholly owned subsidiary of AGL. By virtue of Section 7 of the Companies Act, DOF, TAP, AIL and AGL are deemed to be interested in all the Shares held by Posh Corridor.
(4) AIL is deemed interested in 158,994,328 Shares held by Posh Corridor and 4,488,000 Shares held by Xxxxxxx Xxxxxxxxxx Pte. Ltd. as its nominee. By virtue of Section 7 of the Companies Act, AGL is deemed to be interested in all the Shares held by A...
SHAREHOLDING STRUCTURE. Assuming that there will be no other change in the shareholding structure of the Company immediately before the Draw Down in full and the exercise in full of the Warrants, the shareholding structure of the Company (i) as at the date of this announcement, (ii) immediately after issue of 464,370,000 Draw Down Shares to the Purchaser (based on the Maximum Investment Amount of HK$275 million and the Floor Price of HK$0.5922 per Share), (iii) immediately after issue of 25 million Warrant Shares to the Purchaser; and (iv) immediately after issue of 464,370,000 Draw Down Shares together with the 25 million Warrant Shares, 1,012,000 Implementation Shares (assuming the full amount of the Implementation Fee being settled by way of allotment and issue of the Implementation Shares) and 3,376,000 Activation Shares (assuming the full amount of the Activation Fee being settled by way of allotment and issue of the Activation Shares at the lowest possible issue price of HK$0.5922 per Share) to the Purchaser are as follows: Shares and 3,376,000 Activation Shares to the Purchaser No. of Shares % No. of Shares % No. of Shares % No. of Shares % Zhongda (BVI) Limited(1) 294,004,000 27.94 294,004,000 19.38 294,004,000 27.29 294,004,000 19.02 Purchaser – – 464,370,000 30.62 25,000,000 2.32 493,758,000 31.93 Other public Shareholders 758,319,719 72.06 758,319,719 50.00 758,319,719 70.39 758,319,719 49.05 1,052,323,719 100.00 1,516,693,719 100.00 1,077,323,719 100.00 1,546,081,719 100.00 Note: