Common use of Special Shareholders Meeting Clause in Contracts

Special Shareholders Meeting. The Company, acting through the Board, shall, in accordance with applicable law and the Company's Articles of Incorporation and Bylaws, unless not required under applicable "short-form" merger provisions of Delaware Law, (i) duly call, give notice of, convene and hold a special meeting of its shareholders as soon as practicable following consummation of the Offer for the purpose of considering and taking action on this Agreement and the transactions contemplated hereby (the "Special Shareholders' Meeting") and (ii) subject to the provisions of Sections 6.04 and 8.01 below, (A) include in the Proxy Statement the unanimous recommendation of the Board that the shareholders of the Company approve and adopt this Agreement and the Transactions, including, without limitation, the Merger and (B) use its best efforts to obtain such approval and adoption. At the Special Shareholders' Meeting (or by consent if a shareholders meeting is not required), Parent and Purchaser shall cause all Shares then owned by them and their subsidiaries to be voted in favor of the approval and adoption of this Agreement and the Transactions, including, without limitation, the Merger.

Appears in 5 contracts

Samples: Merger Agreement (Saturn Electronics & Engineering Inc), Merger Agreement (Healey William L), Merger Agreement (Ssi Acquisition Corp)

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