The Shareholders Agreement. 5. The Secondment Agreement dated 26 March 1996 made between the Borrower and the Promoters.
The Shareholders Agreement is a starting point The SHA is intended as a starting point for discussion and optionally, further drafting. This BVCA Model SHA is prepared on behalf of the Bulgarian Venture Capital Association by New Balkans Law Office, a Bulgarian law firm, and has been the subject of consultations with founders, companies, investors and advisers from the Bulgarian early-stage, technology-focused company ecosystem. Nevertheless, parties intending to use it should carefully consider their needs and consult with a lawyer and/or advisors including as to their best legal and commercial interests. In particular, but not only, as many of the provisions typical of SHAs which are transposed in this document are novel in Bulgarian law (see also below), although considerable care has been taken in preparing this document, it should not be relied on and neither BVCA nor NBLO accept any liability for the use of the document.
The Shareholders Agreement. 5. The Group's accounting policies as disclosed in the document referred to at paragraph 2 of the index to the Disclosure Bundle ("Accounting Policies").
The Shareholders Agreement. The Shareholders Agreement described in Section 8.2 duly executed by Buyer and all other parties to that Agreement.
The Shareholders Agreement. It is a condition precedent to the Capital Injection Agreement that the parties shall enter into the Shareholders’ Agreement to govern the shareholdings and management of the Target Company and its relationship with each of the shareholders of the Target Company. The main terms of the Shareholders’ Agreement are as follows:-
The Shareholders Agreement. Pursuant to the Second Agreement, upon Completion, the Vendor, the Purchaser, the remaining shareholder of the Target Company and the Target Company will enter into the Shareholders’ Agreement to regulate the respective rights and obligations of the shareholders of the Target Company and the arrangements amongst themselves and the Target Company with respect to the ownership, management and operations of the Target Company. The material terms of the Shareholders’ Agreement are summarized below.
The Shareholders Agreement. On 25 August 2011 (after trading hours), the Company, the Target Company and Victory Team Group Limited (a company incorporated in the British Virgin Islands with limited liability and was wholly owned by the Target Company as at the date of this announcement) (“JV Company”) entered into a shareholders’ agreement (“Shareholders’ Agreement”), pursuant to which the Company and the Target Company agree to carry on the business of organizing concerts and singing contests in the People’s Republic of China (“Business”) through the JV Company or its wholly-owned subsidiaries. To the best of the Directors’ knowledge, information and belief and having made all reasonable enquiries, the Target Company and its ultimate shareholders are independent third parties who are not connected persons of the Company as defined in the GEM Listing Rules and are independent of the Company and the connected persons of the Company. Pursuant to the Shareholders’ Agreement, 1. before 30 November 2011 or on such other date as may be agreed between the Company and the Target Company, the Company shall take reasonable steps to subscribe for 51 shares (“JV Company Shares”) of US$1 each in the capital of the JV Company (which will represent 51% of the total issued JV Company Shares immediately upon completion of the subscription of the JV Company Shares by the Company and the Target Company pursuant to the Shareholders Agreement (“Enlarged JV Company Share Capital”)) at HK$1,500,000 while the Target Company shall take reasonable steps to subscribe for 49 JV Company Shares (which will represent 49% of the Enlarged JV Company Share Capital) at HK$1,441,176;
The Shareholders Agreement. This Agreement shall only become effective upon the execution and delivery of all of these agreements by all of the parties to each such agreement. If any such agreement shall not be fully executed and delivered, then any party to this Agreement may declare this Agreement null and void ab initio unless such party is one of the parties that failed to execute such other agreement.
The Shareholders Agreement. Preem and Hydro Texaco have agreed to modify the Shareholders' Agreement as follows
The Shareholders Agreement. Contemporaneously with the Closing, each of Sanofi-Aventis, Merck, Schering-Plough and Merial shall enter into the Shareholders’ Agreement.3 ____________________________ 3 Form to be as provided for by Clause 3.4.2 of the Call Option Agreement.
