Common use of Special Meetings of Stockholders Clause in Contracts

Special Meetings of Stockholders. Subject to any special rights of the holders of any series of Preferred Stock, and to the requirements of applicable law, special meetings of stockholders of the Corporation may be called only by or at the direction of (i) the Board, (ii) the Executive Chair, (iii) the Chief Executive Officer or (iv) any holder of twenty-five percent (25%) or more of the total voting power of the outstanding shares of capital stock of the Corporation. Any business transacted at any special meeting of stockholders shall be limited to matters relating to the purpose or purposes stated in the notice of meeting.

Appears in 2 contracts

Samples: Transaction Agreement (Endeavor Group Holdings, Inc.), Transaction Agreement (World Wrestling Entertainmentinc)

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Special Meetings of Stockholders. Subject to any special rights of the holders of any series of Preferred Stock, and to the requirements of applicable law, special meetings of stockholders of the Corporation may be called only by or at the direction of (i) the Board, (ii) the Executive Chair, Chairman or (iii) so long as the Chief Executive Officer or (iv) Corporation is a “controlled company”, by the Secretary of the Corporation at the request of any holder entitled to vote generally in the election of twenty-five percent (25%) or more of the total voting power of the outstanding shares of capital stock of the CorporationDirectors. Any business transacted at any special meeting of stockholders shall be limited to matters relating to the purpose or purposes stated in the notice of meeting.

Appears in 1 contract

Samples: Merger Agreement (FAST Acquisition Corp.)

Special Meetings of Stockholders. Subject to any special rights of the holders of any series of Preferred Stock, and to the requirements of applicable law, special meetings of stockholders of the Corporation may be called only (i) by or at the direction of (i) the Boardchairperson of the Board of Directors, (ii) by or at the Executive Chair, direction of the chief executive officer of the Corporation or (iii) by or at the Chief Executive Officer or (iv) any holder direction of twenty-five percent (25%) or more the Board of Directors pursuant to a written resolution adopted by a majority of the total voting power number of directors which the outstanding shares of capital stock of the CorporationCorporation would have if there were no vacancies. Any business transacted at any special meeting of stockholders shall be limited to matters relating to the purpose or purposes stated in the notice of meeting.

Appears in 1 contract

Samples: Merger Agreement (Duckhorn Portfolio, Inc.)

Special Meetings of Stockholders. Subject to any special rights of the holders of any series of Preferred Stock, and to the requirements of applicable law, special meetings of stockholders of the Corporation may be called only (i) by or at the direction of the Board pursuant to a written resolution adopted by a majority of the total number of directors which the Corporation would have if there were no vacancies or (iii) by or at the direction of the Chairman or Vice-Chairman of the Board, (ii) the Executive Chair, (iii) the Chief Executive Officer or (iv) any holder of twenty-five percent (25%) or more of the total voting power of the outstanding shares of capital stock of the Corporation. Any business transacted at any special meeting of stockholders shall be limited to matters relating to the purpose or purposes stated in the notice of meeting.

Appears in 1 contract

Samples: Merger Agreement (Taylor Morrison Home Corp)

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Special Meetings of Stockholders. Subject to any special rights of the holders of any series of Preferred Stock, and to the requirements of applicable law, special meetings of stockholders of the Corporation may shall be called only exclusively by or at the direction of (i) the Board, (ii) the Executive Chair, (iii) the Chief Executive Officer or (iv) any holder Board of twenty-five percent (25%) or more Directors pursuant to a written resolution adopted by a majority of the total voting power number of directors which the outstanding shares of capital stock of the CorporationCorporation would have if there were no vacancies and shall not be called by stockholders. Any business transacted at any special meeting of stockholders shall be limited to matters relating to the purpose or purposes stated in the notice of meeting.

Appears in 1 contract

Samples: Exchange Agreement (Northern Oil & Gas, Inc.)

Special Meetings of Stockholders. Subject to any special rights of the holders of any series of Preferred Stock, and to the requirements of applicable law, special meetings of stockholders of the Corporation may be called only (i) by or at the direction of (i) the BoardBoard of Directors pursuant to a written resolution adopted by a majority of the total number of directors which the Corporation would have if there were no vacancies, or (ii) prior to the Executive ChairTrigger Date, (iii) by the Chief Executive Officer or (iv) any holder Secretary of twenty-five the Corporation at the request of the holders of fifty percent (2550%) or more of the total voting power of the then outstanding shares of capital stock of the CorporationVoting Stock. Any business transacted at any special meeting of stockholders shall be limited to matters relating to the purpose or purposes stated in the notice of meeting.

Appears in 1 contract

Samples: Securities Purchase Agreement (Surgery Partners, Inc.)

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