Common use of Untraceable Shareholders Clause in Contracts

Untraceable Shareholders. Remittances for the Per Share Merger Consideration shall not be sent to shareholders of the Company who are untraceable unless and until, except as provided below, they notify the Paying Agent of their current contact details prior to the Effective Time. A shareholder will be deemed to be untraceable if (i) he has no registered address in the register of members maintained by the Company, (ii) on the last two consecutive occasions on which a dividend was paid by the Company a check payable to such shareholder either (A) has been sent to such shareholder and has been returned undelivered or has not been cashed or, (B) has not been sent to such shareholder because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the Company, or (iii) notice of the Company Shareholders Meeting convened to vote on the Merger has been sent to such shareholder and has been returned undelivered. In the event that monies due to shareholders of the Company who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company in a separate non-interest-bearing bank account for the benefit of shareholders of the Company who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders of the Company who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should contact the Surviving Company.

Appears in 2 contracts

Samples: Merger Agreement (Ren Jinsheng), Merger Agreement (Simcere Pharmaceutical Group)

AutoNDA by SimpleDocs

Untraceable Shareholders. Remittances for the Per Share Merger Consideration or the Per ADS Merger Consideration, as the case may be, shall not be sent to shareholders holders of the Company Shares or ADSs who are untraceable unless and until, except as provided below, they notify the Paying Agent or the Depositary, as applicable, of their current contact details prior to the Effective Timedetails. A shareholder holder of Shares or ADSs will be deemed to be untraceable if (i) he such person has no registered address in the register of members maintained by the CompanyCompany or the Depositary, as applicable, or (ii) on the last two consecutive occasions on which a dividend was has been paid by the Company a check payable to such shareholder person either (Ax) has been sent to such shareholder person and has been returned undelivered or has not been cashed orcashed, or (By) has not been sent to such shareholder person because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the CompanyCompany or the Depositary, as applicable, or (iii) notice of the Company Shareholders Shareholders’ Meeting convened to vote on the Merger has been sent to such shareholder person and has been returned undelivered. In the event that monies Monies due to shareholders of the Company (including holders of ADSs) who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company on demand and held in a separate non-interest-interest bearing bank account for the benefit of shareholders of the Company (including holders of ADSs) who are untraceable. Monies unclaimed after a period of seven six (76) years from the date of the notice of the Company Shareholders Meeting Closing Date shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders of the Company who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should contact the Surviving Company.

Appears in 2 contracts

Samples: Merger Agreement (Yao Jinbo), Merger Agreement (58.com Inc.)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration or the Per ADS Merger Consideration, as the case may be, shall not be sent to shareholders holders of the Company Shares or ADSs who are untraceable unless and until, except as provided below, they notify the Paying Agent or the Depositary, as applicable, of their current contact details prior to the Effective Time. A shareholder holder of Shares or ADSs will be deemed to be untraceable if (i) he such person has no registered address in the register of members (or branch register) maintained by the CompanyCompany or the Depositary, as applicable or, (ii) on the last two consecutive occasions on which a dividend was has been paid by the Company a check payable to such shareholder person either (Ax) has been sent to such shareholder person and has been returned undelivered or has not been cashed or, (By) has not been sent to such shareholder person because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the CompanyCompany or the Depositary, or as applicable, or, (iii) notice of the Company Shareholders Shareholders’ Meeting convened to vote on the Merger has been sent to such shareholder person and has been returned undelivered. In the event that monies Monies due to Dissenting Shareholders and shareholders of the Company who are untraceable exceeds US$2,000,000, such monies shall be returned to the Surviving Corporation on demand and held by the Surviving Company in a separate non-interest-interest bearing bank account for the benefit of Dissenting Shareholders and shareholders of the Company (including holders of ADSs) who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Shareholders' Meeting shall be forfeited and shall revert to the Surviving CompanyCorporation. It is acknowledged that shareholders Dissenting Shareholders and holders of the Company Shares or ADSs who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should will be advised to contact the Surviving CompanyCorporation.

Appears in 1 contract

Samples: Merger Agreement (7 Days Group Holdings LTD)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration shall not be sent to shareholders of the Company who are untraceable unless and until, except as provided below, they notify the Paying Agent of their current contact details prior to the Effective Time. A shareholder will be deemed to be untraceable if (i) he has no registered address in the register of members maintained by the Company, (ii) on the last two consecutive occasions on which a dividend was paid by the Company a check payable to such shareholder either (A) has been sent to such shareholder and has been returned undelivered or has not been cashed or, or (B) has not been sent to such shareholder because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the Company, or (iii) notice of the Company Shareholders Meeting convened to vote on the Merger has been sent to such shareholder and has been returned undelivered. In the event that monies due to shareholders of the Company who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company in a separate non-interest-bearing bank account for the benefit of shareholders of the Company who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders of the Company who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should contact the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (China Nepstar Chain Drugstore Ltd.)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration or the Per ADS Merger Consideration, as the case may be, shall not be sent to shareholders holders of the Company Shares or ADSs who are untraceable unless and until, except as provided below, until they notify the Surviving Company, the Paying Agent or the Depositary, as applicable, of their current contact details prior to the Effective Timedetails. A shareholder holder of Shares or ADSs will be deemed to be untraceable if (i) he such person has no registered address in the register of members maintained by the CompanyCompany or the Depositary, as applicable, or (ii) on the last two consecutive occasions on which a dividend was has been paid by the Company a check payable to such shareholder person either (Ax) has been sent to such shareholder person and has been returned undelivered or has not been cashed orcashed, or (By) has not been sent to such shareholder person because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the CompanyCompany or the Depositary, as applicable, or (iii) notice of the Company Shareholders Meeting convened to vote on the Merger has been sent to such shareholder person and has been returned undelivered. In the event that monies Monies due to shareholders of the Company (including holders of ADSs) who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company on demand and held in a separate non-interest-interest bearing bank account for the benefit of shareholders of the Company (including holders of ADSs) who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders of the Company who are untraceable who but subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should will be advised to contact the Surviving Company; provided, that monies unclaimed as of a date which is immediately prior to such time as such amounts would otherwise escheat to any Governmental Authority pursuant to applicable Laws shall, to the extent permitted by applicable Law, become property of the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Tarena International, Inc.)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration or the Per ADS Merger Consideration, as the case may be, shall not be sent to shareholders holders of the Company Shares or ADSs who are untraceable unless and until, except as provided below, until they notify the Paying Agent Agent, the Depositary or the Surviving Company, as applicable, of their current contact details prior to the Effective Timedetails. A shareholder holder of Shares or ADSs will be deemed to be untraceable if (i) he such Person has no registered address in the register of members maintained by the CompanyCompany or the books maintained by the Depositary, as applicable, (ii) on the last two (2) consecutive occasions on which a dividend was has been paid by the Company Company, a check payable to such shareholder Person by the Company, in respect of such dividend either (Ax) has been sent to such shareholder Person and has been returned undelivered or has not been cashed or, or (By) has not been sent to such shareholder Person because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the CompanyCompany or the Depositary, as applicable, or (iii) notice of the Company Shareholders Meeting convened to vote on the Merger has been sent to such shareholder Person and has been returned undelivered. In the event that monies Monies due to shareholders holders of the Company Shares or ADSs who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company on demand and held in a separate non-interest-interest bearing bank account for the benefit of shareholders holders of the Company Shares and ADSs who are untraceable. Monies unclaimed after a period of seven six (76) years from the date of the notice of the Company Shareholders Meeting Closing Date shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders of the Company who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should contact the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Chindata Group Holdings LTD)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration shall not be sent to shareholders of the Company who are untraceable unless and until, except as provided below, they notify the Paying Agent (as defined below) of their current contact details prior to the Effective Timedetails. A Company shareholder will be deemed to be untraceable if (i) he has no registered address in the register of members (or branch register) maintained by the CompanyCompany or, (ii) on the last two consecutive occasions on which a dividend was has been paid by the Company a check cheque payable to such shareholder either (Aa) has been sent to such shareholder and has been returned undelivered or has not been cashed or, (Bb) has not been sent to such shareholder because on an earlier occasion a check cheque for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the CompanyCompany or, or (iiic) notice of the Company Shareholders Meeting convened to vote on the Merger shareholders meeting has been sent to such shareholder and has been returned undelivered. In the event that monies Monies due to Dissenting Shareholders and shareholders of the Company who are untraceable exceeds US$2,000,000, such and any monies which are returned shall be returned to and held by the Surviving Company Corporation in a separate non-interest-non interest bearing bank account for the benefit of Dissenting Shareholders and shareholders of the Company who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Shareholder Meeting shall be forfeited and shall revert to the Surviving CompanyCorporation. It is acknowledged that Dissenting Shareholders and shareholders of the Company who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should must contact the Surviving CompanyCorporation.

Appears in 1 contract

Samples: Merger Agreement (Tongjitang Chinese Medicines Co)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration or the Per ADS Merger Consideration, as the case may be, shall not be sent to shareholders holders of the Company Shares or ADSs who are untraceable unless and until, except as provided below, they notify the Paying Agent Agent, the Depositary or the Surviving Company, as applicable, of their current contact details prior to the Effective Timedetails. A shareholder holder of Shares or ADSs will be deemed to be untraceable if (i) he such person has no registered address in the register of members maintained by the CompanyCompany or the Depositary, as applicable, or (ii) on the last two consecutive occasions on which a dividend was has been paid by the Company a check payable to such shareholder person either (Ax) has been sent to such shareholder person and has been returned undelivered or has not been cashed orcashed, or (By) has not been sent to such shareholder person because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the CompanyCompany or the Depositary, as applicable, or (iii) notice of the Company Shareholders Meeting convened to vote on the Merger has been sent to such shareholder person and has been returned undelivered. In the event that monies Monies due to shareholders of the Company (including holders of ADSs) who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company on demand and held in a separate non-interest-interest bearing bank account for the benefit of shareholders of the Company (including holders of ADSs) who are untraceable. Monies unclaimed after a period of seven (7) years from After the date of the notice of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. It is acknowledged that Effective Time, untraceable shareholders of the Company (including holders of ADSs) who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should will be advised to contact the Surviving Company. Monies unclaimed after a period of six (6) months from the Closing Date shall be forfeited and shall revert to the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Genetron Holdings LTD)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration shall not be sent to shareholders of the Company who are untraceable unless and until, except as provided below, they notify the Paying Agent of their current contact details prior to the Effective Time. A shareholder of the Company will be deemed to be untraceable if (i) he has no registered address in the register of members (or branch register) maintained by the Company, ; or (ii) on the last two consecutive occasions on which a dividend was has been paid by the Company a check cheque payable to such shareholder either (A) has been sent to such shareholder and has been returned undelivered or has not been cashed or, cashed; or (B) has not been sent to such shareholder because on an earlier occasion a check cheque for a dividend so payable has been returned undelivered, and in any such case case, no valid claim in respect thereof has been communicated in writing to the Company, ; or (iii) notice of the Company Shareholders Shareholders’ Meeting convened to vote on the Merger has been sent to such shareholder and has been returned undelivered. In the event that the aggregate monies due to the shareholders of the Company who are untraceable exceeds exceed US$2,000,000, such monies and any monies which are returned by the Paying Agent shall be returned to and held by the Surviving Company Corporation in a separate non-interest-interest bearing bank account for the benefit of the shareholders of the Company who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Shareholders’ Meeting shall be forfeited and shall revert to the Surviving CompanyCorporation. It is acknowledged that The shareholders of the Company who are untraceable who and subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should will be advised to contact the Surviving CompanyCorporation.

Appears in 1 contract

Samples: Merger Agreement (Global-Tech Advanced Innovations Inc.)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration shall not be sent to shareholders holders of the Company Shares who are untraceable unless and until, except as provided below, they notify the Paying Agent or the Surviving Company, as applicable, of their current contact details prior to the Effective Timedetails. A shareholder holder of Shares will be deemed to be untraceable if (i) he such person has no registered address in the register of members maintained by the CompanyCompany or the security holder list maintained by the Depositary, as applicable, (ii) on the last two consecutive occasions on which a dividend was has been paid by the Company a check payable to such shareholder person by the Company or the Depositary, as applicable, in respect of such dividend either (Ax) has been sent to such shareholder person and has been returned undelivered or has not been cashed or, or (By) has not been sent to such shareholder person because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the CompanyCompany or the Depositary, as applicable, or (iii) notice of the Company Shareholders Shareholders’ Meeting convened to vote on the Merger has been sent to such shareholder person and has been returned undelivered. In the event that monies Monies due to shareholders Dissenting Shareholders and holders of the Company Shares or ADSs who are untraceable exceeds US$2,000,000, such monies shall should be returned to and held by the Surviving Company on-demand and held in a separate non-interest-interest bearing bank account for the benefit of shareholders Dissenting Shareholders and holders of the Company Shares who are untraceable. Monies unclaimed after a period Dissenting Shareholders and holders of seven (7) years from the date of the notice of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders of the Company Shares or ADSs who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should will be advised to contact the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (iKang Healthcare Group, Inc.)

Untraceable Shareholders. Remittances 9.1 Without prejudice to the rights of the Company under this Sub-Regulation 9.1, the Company may cease sending cheques for dividend entitlements or dividend warrants by post if such cheques or warrants have been left uncashed on two consecutive occasions. However, the Per Share Merger Consideration Company may exercise the power to cease sending cheques for dividend entitlements or dividend warrants after the first occasion on which such a cheque or warrant is returned undelivered. 9.2 The Company shall have the power to sell, in such manner as the Board thinks fit, any Shares of a Shareholder who is untraceable, but no such sale shall be made unless: (a) all cheques or warrants in respect of dividends of the Shares in question, being not less than three in total number, for any sum payable in cash to the holder of such Shares in respect of them sent during the relevant period in the manner authorized by these Articles have remained uncashed; and (b) so far as it is aware at the end of the relevant period, the Company has not at any time during the relevant period received any indication of the existence of the Shareholder who is the holder of such Shares or of a person entitled to such Shares by death, bankruptcy or operation of law; and (c) the Company has caused an advertisement to be published in a newspaper published daily and circulating generally in last known address of the Shareholder of its intention to sell such Shares and a period of three (3) months has elapsed since the date of such advertisement. For the purpose of the foregoing, the “relevant period” means the period commencing twelve (12) years before the date of publication of the advertisement referred to in sub-paragraph (c) and ending at the expiry of the period referred to in that sub-paragraph. 9.3 To give effect to any such sale the Board may authorize some person to transfer the said Shares and an instrument of transfer signed or otherwise executed by or on behalf of such person shall be as effective as if it had been executed by the registered holder or the person entitled by transmission to such Shares, and the purchaser shall not be sent bound to shareholders see to the application of the Company who are untraceable unless and until, except as provided below, they notify the Paying Agent of their current contact details prior purchase money nor shall his title to the Effective Time. A shareholder will Shares be deemed to be untraceable if (i) he has no registered address affected by any irregularity or invalidity in the register proceedings relating to the sale. The net proceeds of members maintained by the Company, (ii) on sale will belong to the last two consecutive occasions on which a dividend was paid Company and upon receipt by the Company a check payable of such net proceeds it shall become indebted to the former Shareholder for an amount equal to such shareholder either (A) has been sent to such shareholder and has been returned undelivered or has not been cashed or, (B) has not been sent to such shareholder because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim net proceeds. No trust shall be created in respect thereof has been communicated in writing to the Company, or (iii) notice of the Company Shareholders Meeting convened to vote on the Merger has been sent to such shareholder debt and has been returned undelivered. In the event that monies due to shareholders of the Company who are untraceable exceeds US$2,000,000, such monies no interest shall be returned to and held by the Surviving Company in a separate non-interest-bearing bank account for the benefit of shareholders of the Company who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders of the Company who are untraceable who subsequently wish to receive any monies otherwise payable in respect of it and the Merger within applicable time limits Company shall not be required to account for any money earned from the net proceeds which may be employed in the business of the Company or limitation periods should contact as it thinks fit. Any sale under this Sub-Regulation 9.3 shall be valid and effective notwithstanding that the Surviving CompanyShareholder holding the Shares sold is dead, bankrupt or otherwise under any legal disability or incapacity.

Appears in 1 contract

Samples: Business Combination Agreement (AGBA Group Holding Ltd.)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration or the Per ADS Merger Consideration, as the case may be, shall not be sent to shareholders holders of the Company Ordinary Shares or ADSs who are untraceable unless and until, except as provided below, they notify the Paying Agent or the Depositary, as applicable, of their current contact details prior to the Effective Timedetails. A shareholder holder of Ordinary Shares or ADSs will be deemed to be untraceable if (i) he such person has no registered address in the register of members maintained by the CompanyCompany or the Depositary, as applicable, or (ii) on the last two (2) consecutive occasions on which a dividend was has been paid by the Company a check payable to such shareholder person either (Ax) has been sent to such shareholder person and has been returned undelivered or has not been cashed orcashed, or (By) has not been sent to such shareholder person because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the CompanyCompany or the Depositary, or as applicable, (iii) notice of the Company Shareholders Shareholders’ Meeting convened to vote on the Merger has been sent to such shareholder person and has been returned undelivered. In the event that monies Monies due to shareholders of the Company (including holders of ADSs) who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company on demand and held in a separate non-interest-interest bearing bank account for the benefit of shareholders of the Company (including holders of ADSs) who are untraceable. Monies unclaimed after a period of seven six (76) years from the date of the notice of the Company Shareholders Meeting Closing Date shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders Company or (iv) otherwise in accordance with the provisions of the Company who are untraceable who subsequently wish to receive any monies otherwise payable in respect memorandum and articles of the Merger within applicable time limits or limitation periods should contact association of the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Zhangmen Education Inc.)

AutoNDA by SimpleDocs

Untraceable Shareholders. Remittances for the Per Share Merger Consideration shall not be sent to shareholders of the Company who are untraceable unless and until, except as provided below, they notify the Paying Agent (as defined below) of their current contact details prior to the Effective Timedetails. A Company shareholder will be deemed to be untraceable if (i) he has no registered address in the register of members (or branch register) maintained by the CompanyCompany or, (ii) on the last two consecutive occasions on which a dividend was has been paid by the Company a check cheque payable to such shareholder either (Aa) has been sent to such shareholder and has been returned undelivered or has not been cashed or, (Bb) has not been sent to such shareholder because on an earlier occasion a check cheque for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the CompanyCompany or, or (iiic) notice of the Company Shareholders Meeting convened to vote on the Merger shareholders meeting has been sent to such shareholder and has been returned undelivered. In the event that monies Monies due to Dissenting Shareholders and shareholders of the Company who are untraceable exceeds US$2,000,000, such and any monies which are returned shall be returned to and held by the Surviving Company Corporation in a separate non-interest-interest bearing bank account for the benefit of Dissenting Shareholders and shareholders of the Company who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Shareholder Meeting shall be forfeited and shall revert to the Surviving CompanyCorporation. It is acknowledged that Dissenting Shareholders and shareholders of the Company who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should must contact the Surviving CompanyCorporation.

Appears in 1 contract

Samples: Merger Agreement (Acorn International, Inc.)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration shall not be sent to shareholders holders of the Company Shares who are untraceable unless and until, except as provided below, until they notify the Surviving Company or the Paying Agent of their current contact details prior to the Effective Timedetails. A shareholder holder of Shares will be deemed to be untraceable if (i) he such person has no registered address in the register of members maintained by the Company, or (ii) on the last two (2) consecutive occasions on which a dividend was has been paid by the Company a check payable to such shareholder person either (Ax) has been sent to such shareholder person and has been returned undelivered or has not been cashed orcashed, or (By) has not been sent to such shareholder person because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the Company, or (iii) notice of the Company Shareholders Meeting convened to vote on the Merger has been sent to such shareholder person and has been returned undelivered. In the event that monies Monies due to shareholders of the Company who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company on demand and held in a separate non-interest-interest bearing bank account for the benefit of shareholders of the Company who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders of the Company who are untraceable who but subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should contact the Surviving Company; provided, that monies unclaimed as of a date which is immediately prior to such time as such amounts would otherwise escheat to any Governmental Authority pursuant to applicable Laws shall, to the extent permitted by applicable Law, become property of the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Sina Corp)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration or the Per ADS Merger Consideration shall not be sent to shareholders of the Company who are untraceable unless and until, except as provided below, they notify the Paying Agent or the Depositary, as applicable, of their current contact details prior to the Effective Time. A shareholder holder of Shares or ADSs will be deemed to be untraceable if (i) he such person has no registered address in the register of members (or branch register) maintained by the CompanyCompany or the Depositary, as applicable; or (ii) on the last two consecutive occasions on which a dividend was has been paid by the Company Company, a check cheque payable to such shareholder either (Aa) has been sent to such shareholder person and has been returned undelivered or has not been cashed or, cashed; or (Bb) has not been sent to such shareholder person because on an earlier occasion a check cheque for a dividend so payable has been returned undelivered, and in any such case case, no valid claim in respect thereof has been communicated in writing to the Company, or (iii) notice of the Company Shareholders Meeting convened to vote on the Merger has been sent to such shareholder and has been returned undelivered. In the event that monies Monies due to shareholders of the Company (including holders of ADSs) who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company on demand and held in a separate non-interest-interest bearing bank account for the benefit of shareholders of the Company (including holders of ADSs) who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders of the Company who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should will be advised to contact the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Ruhnn Holding LTD)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration shall not be sent to shareholders holders of the Company Ordinary Shares who are untraceable unless and until, except as provided below, they notify the Paying Agent or the Surviving Company, as applicable, of their current contact details prior to the Effective Timedetails. A shareholder holder of Ordinary Shares will be deemed to be untraceable if (i) he such Person has no registered address in the register of members maintained by the Company, (ii) on the last two consecutive occasions on which a dividend was has been paid by the Company a check payable to such shareholder Person by the Company, in respect of such dividend either (Ax) has been sent to such shareholder Person and has been returned undelivered or has not been cashed or, or (By) has not been sent to such shareholder Person because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the Company, or (iii) notice of the Company Shareholders Meeting convened to vote on the Merger has been sent to such shareholder Person and has been returned undelivered. In the event that monies Monies due to shareholders Dissenting Shareholders and holders of the Company Ordinary Shares who are untraceable exceeds US$2,000,000, such monies shall should be returned to and held by the Surviving Company on-demand and held in a separate non-interest-interest bearing bank account for the benefit of shareholders Dissenting Shareholders and holders of the Company Ordinary Shares who are untraceable. Monies unclaimed after a period Dissenting Shareholders and holders of seven (7) years from the date of the notice of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders of the Company Ordinary Shares who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should will be advised to contact the Surviving Company. Monies unclaimed after a period of three (3) years from the Closing Date shall be forfeited and shall revert to the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (Hollysys Automation Technologies, Ltd.)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration shall not be sent to shareholders of the Company who are untraceable unless and until, except as provided below, they notify the Paying Agent or the Surviving Company of their current contact details prior to the Effective Time. A shareholder will be deemed to be untraceable if (ia) he has no registered address in the register of members maintained by the Company, (iib) on the last two consecutive occasions on which a dividend was paid by the Company a check payable to such shareholder either (Ai) has been sent to such shareholder and has been returned undelivered or has not been cashed or, or (Bii) has not been sent to such shareholder because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the Company, or (iiic) notice of the Company Shareholders Meeting (as defined below) convened to vote on the Merger has been sent to such shareholder and has been returned undelivered. In the event that monies Monies due to shareholders of the Company who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company in a separate non-interest-bearing bank account for the benefit of shareholders of the Company who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. .. It is acknowledged that shareholders of the Company who are untraceable who subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should contact the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (eFuture Holding Inc.)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration or the Per ADS Merger Consideration, as the case may be, shall not be sent to shareholders holders of the Company Shares or ADSs who are untraceable unless and until, except as provided below, they notify the Paying Agent or the Depositary, as applicable, of their current contact details prior to the Effective Timedetails. A shareholder holder of Shares or ADSs will be deemed to be untraceable if (i) he such person has no registered address in the register of members maintained by the CompanyCompany or the Depositary, as applicable, or (ii) on the last two consecutive occasions on which a dividend was has been paid by the Company a check payable to such shareholder person either (Ax) has been sent to such shareholder person and has been returned undelivered or has not been cashed orcashed, or (By) has not been sent to such shareholder person because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the CompanyCompany or the Depositary, as applicable, or (iii) notice of the Company Shareholders Meeting convened to vote on the Merger has been sent to such shareholder person and has been returned undelivered. In the event that monies Monies due to shareholders of the Company (including holders of ADSs) who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company on demand and held in a separate non-interest-interest bearing bank account for the benefit of shareholders of the Company (including holders of ADSs) who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders of the Company who are untraceable who but subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should will be advised to contact the Surviving Company; provided, that monies unclaimed as of a date which is immediately prior to such time as such amounts would otherwise escheat to any Governmental Authority pursuant to applicable Laws shall, to the extent permitted by applicable Law, become property of the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (O2micro International LTD)

Untraceable Shareholders. Remittances for the Per Share Merger Consideration or the Per ADS Merger Consideration, as the case may be, shall not be sent to shareholders holders of the Company Shares or ADSs who are untraceable unless and until, except as provided below, they notify the Surviving Company, the Paying Agent or the Depositary, as applicable, of their current contact details prior to the Effective Timedetails. A shareholder holder of Shares or ADSs will be deemed to be untraceable if (i) he such person has no registered address in the register of members maintained by the CompanyCompany or the Depositary, as applicable, (ii) on the last two (2) consecutive occasions on which a dividend was has been paid by the Company a check payable to such shareholder person either (Ax) has been sent to such shareholder person and has been returned undelivered or has not been cashed orcashed, or (By) has not been sent to such shareholder person because on an earlier occasion a check for a dividend so payable has been returned undelivered, and in any such case no valid claim in respect thereof has been communicated in writing to the CompanyCompany or the Depositary, as applicable, or (iii) notice of the Company Shareholders Meeting convened to vote on the Merger has been sent to such shareholder person and has been returned undelivered. In the event that monies Monies due to shareholders of the Company (including holders of ADSs) who are untraceable exceeds US$2,000,000, such monies shall be returned to and held by the Surviving Company on demand and held in a separate non-interest-bearing bank account for the benefit of shareholders of the Company (including holders of ADSs) who are untraceable. Monies unclaimed after a period of seven (7) years from the date of the notice Shareholders of the Company Shareholders Meeting shall be forfeited and shall revert to the Surviving Company. It is acknowledged that shareholders (including holders of the Company ADSs) who are untraceable who but subsequently wish to receive any monies otherwise payable in respect of the Merger within applicable time limits or limitation periods should contact the Surviving Company; provided, that monies unclaimed as of a date which is immediately prior to such time as such amounts would otherwise escheat to any Governmental Authority pursuant to applicable Laws shall, to the extent permitted by applicable Law, become property of the Surviving Company.

Appears in 1 contract

Samples: Merger Agreement (iClick Interactive Asia Group LTD)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!