The Shareholders Sample Clauses
The "THE SHAREHOLDERS" clause defines who the shareholders of a company are and outlines their rights, responsibilities, and roles within the organization. Typically, this clause specifies the identification of shareholders, the nature and extent of their shareholdings, and may address matters such as voting rights, dividend entitlements, and procedures for transferring shares. By clearly establishing the status and powers of shareholders, this clause ensures transparency in ownership and governance, helping to prevent disputes and clarify decision-making authority within the company.
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The Shareholders. Each Shareholder represents and warrants to the Company and the other Shareholders, as of the date of this Agreement, as follows:
The Shareholders. Except as set forth on Schedule 2.2, the representations and warranties of the Shareholders, contained in this Agreement, including those contained in this Section 2.2, are correct and complete as of the date of this Agreement and will be correct and complete as of the Closing Date. The Shareholders represent and warrant to DAH the following:
The Shareholders. The Shareholders' execution, delivery and performance of this Agreement and the consummation of the transactions contemplated hereby by the Shareholders (i) are within the powers and authority, corporate or otherwise, of the Shareholders and are duly authorized by all necessary corporate and Shareholder action on the part of a corporate Shareholder and (ii) do not (A) require any action by or in respect of, or filing with, any Governmental or Regulatory Authority, or (B) contravene, violate or constitute, whether with or without the passage of time or the giving of notice or both, a breach or default under, any Requirement of Law applicable to the Shareholders, any of his or its properties or any Contract to which the Shareholders or any of his or its properties is bound or subject.
The Shareholders. The purpose of this part is to describe and regulate the relationships between the Shareholders.
The Shareholders of the Borrower listed in Schedule 1 (The Lenders) as Lenders (the
The Shareholders. The Shareholders, as detailed in the Company's register as at the Record Date:
The Shareholders. (a) The parties hereby agree that for all purposes under this Agreement, only the Parent of each record owner of any Company Shares shall be deemed the owner of such Company Shares (a “Class A Shareholder”, “Class B Shareholder” or “Class D Shareholder”, as applicable) and shall have the right to exercise and the obligation to comply with the terms and conditions of this Agreement, and each Parent shall cause each of its Affiliated owner of record of Company Shares (whether currently held or acquired after the date hereof) to comply with, the terms and conditions of this Agreement, either directly or by causing such Affiliated record owner to vote or otherwise take action on its behalf. Further, no later than on the fifth Business Day following the entering into of a Bona Fide Financing, each Shareholder agrees to submit to the other Shareholders a certificate setting forth the name of the Bona Fide Third Party involved, the term of such Bona Fide Financing, the class and number of Company Shares involved, and a confirmation to the other Shareholders that the documentation for the financing contains the agreements in clauses (x) and (y) of the definition of Bona Fide Financing.
(b) In the event that VLG is a record owner of any Company Shares following the Merger Effective Date, CVH and Fintech Advisory agree to consummate the VLG Split Off as soon as practicable. After giving effect to such Split Off, any Affiliate of CVH or Fintech Advisory that becomes the record owner of Company Shares as a result thereof and that is not a Shareholder shall become a party to this Agreement and agree to be bound by all of the terms and conditions hereof. Upon becoming a party to this Agreement, such Person shall, as to the Company Shares so acquired, be considered a CVH Party or Fintech Party, as applicable and shall enjoy the same rights and be subject to the same obligations as each other CVH Party or Fintech Party, as applicable. Until such time as the VLG Split Off is consummated, CVH and Fintech Advisory hereby agree that they shall each be deemed a Shareholder with respect to the Company Shares held by VLG based on their respective ownership interests in VLG, including any indirect interests in the Company that CVH may agree to acquire from Fintech Advisory in the form of additional membership interests in VLG, and that for the purpose of determining the ownership interests of each of CVH and Fintech Advisory in the Company, including their Ownership Percentage an...
The Shareholders. SECTION 6.1 No Management or Control; Limited Liability; Exercise of Rights through an Authorized Participant. 28 SECTION 6.2 Rights and Duties. 28 SECTION 6.3 Limitation of Liability. 29 SECTION 6.4 Derivative Actions. 30
The Shareholders. 35 ---------------- Schedule 2.................................................................................41 (Information concerning the Company).......................................................41 Schedule 3.................................................................................42 The Non-Tax Warranties.....................................................................42 1. CAPACITY................................................................................42 2. ARRANGEMENTS BETWEEN THE COMPANY AND SHAREHOLDER ASSOCIATES.............................42 3. OTHER INTERESTS OF ANY SHAREHOLDER ASSOCIATE............................................42 4. COMPANY.................................................................................42 5. SUBSIDIARIES............................................................................
The Shareholders. The shareholders of SSMC shall have the ultimate control over SSMC in conformity with the applicable laws of the Republic of Singapore as in effect at the time and from time to time. As specified in SSMC’s Articles of Association or as specified in any resolution duly passed or adopted at the shareholders’ meetings of SSMC, or as required by any applicable provision of Singapore law, certain matters shall be referred to, and passed upon, only by the shareholders of SSMC, and the actions, or the refusal to take actions, of the Board of Directors and the officers of SSMC shall, in all respects and at all times, be in conformity with said charter document, any such resolutions or applicable law. Each Shareholder shall take whatever actions as are necessary to cause the Directors and officers of SSMC nominated by it to act in accordance with the provisions of this Section 2.08. With due regard to the above, it is recognized that the shareholders’ meeting and the meeting of the Board of Directors are to act independently in accordance with the relevant and applicable provisions of Singapore law.