Affiliated Shareholder definition

Affiliated Shareholder means a person, other than the issuing public corporation or a wholly owned subsidiary of the issuing public corporation, that is the beneficial owner of 20 percent or more of the outstanding voting shares of the issuing public corporation or that, within the preceding three‑year period, was the beneficial owner of 20 percent or more of the then outstanding voting shares of the issuing public corporation. For the purpose of determining whether a person is an affiliated shareholder, the number of voting shares of the issuing public corporation considered outstanding includes shares considered beneficially owned by that person under Subdivision (3) of this Article, but does not include other unissued voting shares of the issuing public corporation that may be issuable pursuant to an agreement, arrangement, or understanding, or on exercise of conversion rights, warrants, or options, or otherwise.

Affiliated Shareholder means any holder or holders of Registrable Securities, both on the date of effectiveness of the Plan and at the time of the effectiveness of the registration statement, holding at least ten-percent (10%) of the Registrable Securities (by number of Common Shares at the time issued and outstanding).

Affiliated Shareholder means a person, other than the corporation or a wholly-owned subsidiary of the corporation, that is the beneficial owner of twenty percent or more of the SECOND AMENDED AND RESTATED ARTICLES OF INCORPORATION OF KEVCO, INC.-PAGE 44 242 issued and outstanding voting shares of the corporation, or that, within the preceding three year period, was the beneficial owner of twenty percent or more of the then issued and outstanding voting shares of the corporation. For purposes of determining whether a person is an affiliated shareholder, the number of voting shares of the corporation considered outstanding includes shares considered beneficially owned by a Beneficial Owner, but does not include other unissued voting shares of the corporation that may be issuable pursuant to an agreement, arrangement or understanding, or upon exercise or conversion of rights, warrants, or options, or otherwise.

Examples of Affiliated Shareholder in a sentence

• This Agreement and the obligations hereunder will terminate with respect to each Share sold, transferred or otherwise disposed of by any means by any Shareholder; provided, that the provisions and obligations of this Agreement shall continue to attach to any Shares sold or otherwise transferred by a Shareholder to another Shareholder or to an Affiliated Shareholder and such Shareholder or Affiliated Shareholder will be bound by such provisions and obligations with respect to such Shares.

• In the event that any corporate action consistent with this Agreement is taken by the Company Shareholders by written consent (including any action to approve the Merger Agreement and the transactions contemplated thereby), each Company Affiliated Shareholder hereby waives any right to receive notice of the taking of such corporate action without a meeting pursuant to the Company Bylaws or otherwise.

• Such Company Affiliated Shareholder has had an opportunity to read and understand the Merger Agreement and the related exhibits and schedules thereto.

• Such Company Affiliated Shareholder acknowledges receipt of the Merger Agreement (including the exhibits and schedules thereto).

• Such Company Affiliated Shareholder has the legal capacity, power and authority to enter into and perform all of such Company Affiliated Shareholder’s obligations under this Agreement.

More Definitions of Affiliated Shareholder

Affiliated Shareholder means a person, other than the corporation or a wholly-owned subsidiary of the corporation, that is the beneficial owner of twenty percent or more of the issued and outstanding voting shares of the corporation, or that, within the preceding three

Affiliated Shareholder referred to herein shall mean a shareholder who:

Affiliated Shareholder means a Trust or other Entity that the Plan Committee and a Participant agree, or failing such agreement as may be determined by the Board that may be issued Shares that may otherwise be offered by the Plan Committee to that Participant under the Plan. Applicable Law means any one or more or all, as the context requires of:

Affiliated Shareholder has the meaning given in clause 7.1(q); Agreed Form the form hereafter agreed between and signed by or on behalf of Royalton and Xxxxxx; Appraisal means, with respect to each Hotel Property, the independent valuation (appraisal) prepared and delivered, by a reputable valuer (appraiser) of hotel properties of similar type, location and value of the Hotel Properties (or any of them, as applicable), to, the Company at its request;

Affiliated Shareholder herein, means any shareholder in any of the following situations:

Affiliated Shareholder means a person, other than the Corporation or a wholly-owned subsidiary of the Corporation, that is the beneficial owner of twenty percent (20%) or more of the issued and outstanding voting shares of the Corporation, or that, within the preceding three (3) year period, was the beneficial owner of twenty percent or more of the then issued and outstanding voting shares of the Corporation. For purposes of determining whether a person is an affiliated shareholder, the number of voting shares of the Corporation considered outstanding includes shares considered beneficially owned by that person under subdivision 4 of this Article XIII(F), but does not include other unissued voting shares of the Corporation that may be issuable pursuant to an agreement, arrangement or understanding, or upon exercise or conversion of rights, warrants, or options, or otherwise.

Affiliated Shareholder means the Class A and Class B Shareholders identified on Exhibit A hereto.