Anti-Takeover Statutes definition

Anti-Takeover Statutes has the meaning set forth in Section 4.03(e).
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Anti-Takeover Statutes. If any "fair price," "moratorium," ---------------------- "control share acquisition" or other form of anti-takeover statute is or shall become applicable to the Offer, Merger or other transactions contemplated hereby, the Company and the members of the Board of Directors of the Company shall grant such approvals and take such actions as are necessary so that the Offer, Merger and other transactions contemplated hereby may be consummated as promptly as practicable on the terms contemplated hereby and otherwise act to eliminate or minimize the effects of any such anti-takeover statute on the transactions contemplated hereby.
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Examples of Anti-Takeover Statutes in a sentence

  • Contravention; Governmental Consents; Board Approval; Anti-Takeover Statutes.

  • State Anti-Takeover Statutes In the early 1990s, Stephen Bainbridge raised the possibility of using state anti-takeover statutes designed to prevent hostile takeovers to also defend against proxy contests.

  • See e.g. Guhan Subramanian, “The Influence of Anti-Takeover Statutes on Incorporation Choice: Evidence on the ‘Race’ Debate and Anti-Takeover Over-Reaching” (2002) 150 U.

  • Anti-Takeover Statutes and Certain Charter Provisions; Rights Plan...............................17 SECTION 2.26.

  • Anti-Takeover Statutes and Certain Charter Provisions; Rights Plan........................................................17 SECTION 2.26.

  • Johns County School District (hereinafter referred to as the District) is seeking to establish a fixed discount off catalog price for classroom/office equipment and supplies from a variety of vendors’ catalogs and to establish and document each vendor’s freight terms for such purchases.

  • Maryland Anti-Takeover Statutes, Etc...........................................................

  • The shaded area in Figure 3 is the support of the stationary distribution, that is derived in Proposition A.1 in Appendix A.2.1. [Insert Figure 3: Scatter plot and support of the stationary distribution of the joint equilibrium and factor process for the logistic model with contagion and correlated risks.]The support of the stationary distribution is a strict subset of [0, 1] × R.

  • Butler, Corporate-Specific Anti-Takeover Statutes and the Market for Corporate Charters, 1988 Wis.

  • Shareholders Rights of Surviving Corporation Stockholders State Anti-Takeover Statutes Pursuant to the Alaska Takeover Bid Disclosure Act, Alaska regulates "takeover bids," meaning an acquisition of or offer following which a shareholder would directly or indirectly be a beneficial owner of greater than 5% of any class of equity securities of a target corporation.

Related to Anti-Takeover Statutes

  • Takeover Statutes mean any “business combination,” “control share acquisition,” “fair price,” “moratorium” or other takeover or anti-takeover statute or similar Law.

  • Takeover Statute means any “fair price,” “moratorium,” “control share acquisition” or other similar anti-takeover Law.

  • Takeover Laws means any “moratorium,” “control share acquisition,” “fair price,” “supermajority,” “affiliate transactions,” or “business combination statute or regulation” or other similar state anti-takeover laws and regulations.

  • Takeover Law means any “fair price,” “moratorium,” “control share acquisition,” “business combination” or any other anti-takeover statute or similar statute enacted under applicable Law.

  • Takeover Rules means the Takeover Panel Act 1997 Takeover Rules 2013; and

  • Takeover regulations means the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 and any amendments thereto;

  • Anti-Bribery Laws means the anti-bribery provisions of the Foreign Corrupt Practices Act of 1977, as amended, and all other applicable anti-corruption and bribery Laws (including the U.K. Xxxxxxx Xxx 0000, and any rules or regulations promulgated thereunder or other Laws of other countries implementing the OECD Convention on Combating Bribery of Foreign Officials).

  • Anti-Bribery Law means any Applicable Law that relates to bribery or corruption, including the US Foreign Corrupt Practices Act of 1977 and the UK Xxxxxxx Xxx 0000, in each case as amended, re-enacted or replaced from time to time;

  • Takeover means if any person (or a group of persons acting in concert) (the “Acquiring Person”):

  • Takeover Code means the City Code on Takeovers and Mergers in the United Kingdom issued by the Panel from time to time.

  • EC Merger Regulation means Council Regulation (EC) 139/2004 (as amended);

  • Anti-Corruption and Anti-Bribery Laws means the Foreign Corrupt Practices Act of 1977, as amended, any rules or regulations thereunder, or any other applicable United States or non-U.S. anti-corruption or anti-bribery laws or regulations.

  • Applicable Anti-Corruption and Bribery Laws means international, federal, state, provincial and local laws, rules, regulations, directives and governmental requirements currently in effect and as they become effective relating in any way to the Contractor’s provision of goods and/or services to Authority, including without limitation “FCPA” or any applicable laws and regulations, including in the jurisdiction in which the Contractor operates and/or manufac- tures goods for the Authority, relating to anti-corruption and bribery.

  • Company Bylaws means the bylaws of the Company, as amended.

  • Anticorruption Laws means the U.S. Foreign Corrupt Practices Act of 1977, or any other anticorruption or anti-bribery Applicable Law applicable to the Company or any of the Company Subsidiaries.

  • Anti-Corruption Laws means all laws, rules, and regulations of any jurisdiction applicable to the Borrower or any of its Subsidiaries from time to time concerning or relating to bribery or corruption.

  • Interested Stockholder means, in respect of any business combination, any person (other than the Corporation or any Subsidiary) who or which as of the record date for the determination of stockholders entitled to notice of and to vote on such business combination, or immediately prior to the consummation of any such transaction:

  • Interested Shareholder means any person (other than the Corporation or any Subsidiary) who or which:

  • Antitrust Law means the Xxxxxxx Act, as amended, the Xxxxxxx Act, as amended, the HSR Act, the Federal Trade Commission Act, as amended, Foreign Antitrust Laws and all other Laws that are designed or intended to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade or lessening of competition through merger or acquisition.

  • Anti-Corruption Law means, as to any person, the United States Foreign Corrupt Practices Act of 1977, the UK Bribery Act of 2010 and any other similar anti-corruption laws of the European Union.

  • Sanctions Laws and Regulations means any sanctions, prohibitions or requirements imposed by any executive order (an “Executive Order”) or by any sanctions program administered by OFAC.

  • Disinterested Shareholder Approval means approval by a majority of the votes cast by all the Company’s shareholders at a duly constituted shareholders’ meeting, excluding votes attached to Common Shares beneficially owned by Insiders who are Service Providers or their Associates;

  • Company By-laws means the by-laws of the Company, as amended to the date of this Agreement.

  • Takeover Offer means an offer in accordance with Section 3.6 for the entire issued share capital of Allergan (other than any Allergan Shares beneficially owned by AbbVie or any member of the AbbVie Group (if any) and any Allergan Shares held by any member of the Allergan Group) including any amendment or revision thereto pursuant to this Agreement, the full terms of which would be set out in the Takeover Offer Document or (as the case may be) any revised offer documents.

  • Antitrust Laws means the Xxxxxxx Act, as amended, the Xxxxxxx Act, as amended, the HSR Act, the Federal Trade Commission Act, as amended, and all other applicable Laws issued by a Governmental Authority that are designed or intended to prohibit, restrict or regulate actions having the purpose or effect of monopolization or restraint of trade or lessening of competition.

  • Constitutive Act means the Constitutive Act of the African Union;