Business Combination Statute definition

Business Combination Statute means Section 203 of the Delaware General Corporation Law or any other Law prohibiting, restricting, or imposing conditions with respect to, business combinations or limiting voting powers or other rights, or imposing any obligations, on any party to a business combination.
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Business Combination Statute means the Maryland Business Combination Act, Subtitle 6 of Title 3 of the MGCL, as amended from time to time, or any successor or similar statute under the MGCL.
Sample 1
Business Combination Statute. See Item 4(a) "--Business Combination Statute," of this Amendment No. 29, incorporated herein by reference. 20 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Safety-Kleen Corp. Xxxxxx X. Xxxxxxxxx By: _________________________________ Name: Xxxxxx X. Xxxxxxxxx Title: Chairman and Chief Executive Officer Dated: March 18, 1998 21 EXHIBIT INDEX Except as noted below, the following Exhibits have been previously filed in connection with this Statement.
Sample 1

Examples of Business Combination Statute in a sentence

  • Notwithstanding any other provision of these Articles of Incorporation or any contrary provision of law, the Maryland Business Combination Statute, found in Title 3, subtitle 6 of the MGCL, as amended from time to time, or any successor statute thereto, shall not apply to any "business combination" (as defined in Section 3-601(e) of the MGCL, as amended from time to time, or any successor statute thereto) of the Company and any Person.

  • Notwithstanding any other provision of this charter or any contrary provision of law, the Maryland Business Combination Statute, found in Title 3, subtitle 6 of the MGCL, as amended from time to time, or any successor statute thereto, shall not apply to any “business combination” (as defined in Section 3.601(e) of the MGCL, as amended from time to time, or any successor statute thereto) of the Corporation, and any Person, Advisor or any Affiliate of the Advisor.

  • Notwithstanding any other provision of these Articles of Incorporation or any contrary provision of law, the Maryland Business Combination Statute, found in Title 3, subtitle 6 of the MGCL, as amended from time to time, or any successor statute thereto, shall not apply to any “business combination” (as defined in Section 3-601(e) of the MGCL, as amended from time to time, or any successor statute thereto) of the Company and any Person.

  • Notwithstanding any other provision of these Articles of Incorporation or any contrary provision of law, the Maryland Business Combination Statute, found in Title 3, subtitle 6 of the Maryland Corporation Law, as amended from time to time, or any successor statute thereto, shall not apply to any "business combination" (as defined in Section 3-601(e) of the Maryland Corporation Law, as amended from time to time, or any successor statute thereto) of the Company and any Person.

  • Nothing contained in the Business Combination Statute shall be deemed to limit the provisions contained in Article XI of the Corporation’s Articles of Incorporation, and nothing contained in Article XI of the Corporation’s Articles of Incorporation shall be deemed to limit the provisions contained in the Business Combination Statute.

  • The requirements of the Business Combination Statute shall be in addition to the requirements of Article XI of the Corporation’s Articles of Incorporation.

  • All of the requirements of Article 11A of the Georgia Business Corporation Code (currently codified in Sections 14-2-1131 through 14-2-1133 thereof), as may be in effect from time to time (the "Business Combination Statute"), shall apply to all "business combinations" (as defined in Section 14-2-1131 of the Georgia Business Corporation Code) involving the Corporation.

  • The Conrail directors' selective amendment of the Conrail poison pill and discriminatory preferential treatment of the CSX Transaction under the Pennsylvania Business Combination Statute were motivated by their personal interest in entrenchment, constituting a breach of their fiduciary duty of loyalty and rendering the business judgment rule inapplicable.

  • The Board has taken appropriate action so that the provisions of the Business Combination Statute will not, prior to the termination of this Agreement, apply to the Purchaser or any Person who as of the date hereof is an Affiliate of the Purchaser.

  • That the Conrail Board's discriminatory (i) use of the Charter Amendment, (ii) amendment of the Conrail Poison Pill and (iii) action exempting the CSX Transaction from Pennsylvania's Business Combination Statute, all to facilitate the CSX Transaction and to preclude competing financially superior offers for control of Conrail, constitute a breach of the Director Defendants' fiduciary duty of loyalty.


More Definitions of Business Combination Statute

Business Combination Statute shall have the meaning set forth in Section 3.2(e) hereof. "Business Day" means any day other than a day on which commercial banks in The City of New York, Paris, France, or Frankfurt am Main, Germany, are required or authorized by law to be closed. "Buyer" has the meaning set forth in the second WHEREAS clause. "Bylaws" means the Bylaws of the Company, as amended or supplemented from time to time. 7
Sample 1
Business Combination Statute. See Item 4(a) "--Business Combination Statute," of this Amendment No. 29, incorporated herein by reference. 20 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Safety-Kleen Corp. By: /s/ Xxxxxx X. Xxxxxxxxx ----------------------- Name: Xxxxxx X. Xxxxxxxxx Title: Chairman and Chief Executive Officer Dated: March 18, 1998 21 EXHIBIT INDEX Except as noted below, the following Exhibits have been previously filed in connection with this Statement.
Sample 1

Related to Business Combination Statute

  • Business Combination Transaction means:

  • Business Combination Date means the date upon which a Business Combination is consummated.

  • Business Combination Agreement shall have the meaning given in the Recitals hereto.

  • Business Combination means any merger, capital stock exchange, asset acquisition, stock purchase, reorganization or other similar business combination with one or more businesses, involving the Company.

  • Initial Business Combination means the acquisition by the Company, whether through a merger, share exchange, asset acquisition, stock purchase, reorganization, recapitalization or similar type of transaction, of one or more business or entities (“Target Business” or “Target Businesses”), whose collective fair market value is equal to at least 80% of the balance in the Trust Account and resulting in ownership by the Company or the holders of IPO Shares of at least 51% of the voting equity interests of the Target Business or Businesses or all or substantially all of the assets of the Target Business or Businesses;

  • Business Combination Proposal has the meaning set forth in Section 5.8.

  • 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:

  • Reorganization Transaction see clause (d) of the definition of “Change of Control.”

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

  • Reorganization Transactions shall have the meaning set forth in the recitals.

  • Interested Shares means Shares that are beneficially owned by:

  • Share Exchange Event shall have the meaning specified in Section 14.07(a).

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

  • Public Offering means the sale in an underwritten public offering registered under the Securities Act of equity securities of the Company or a corporate successor to the Company.

  • Initial Public Offering” or “IPO means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the Securities Exchange Act of 1934.

  • Takeover Offer means an offer in accordance with clause 3.6 of the Transaction Agreement for the entire issued and to be issued ordinary share capital of INM (other than any INM Shares beneficially owned by any member of the Mediahuis Group (if any) or by any person Acting in Concert with Mediahuis (if any)), including any amendment or revision thereto pursuant to the Transaction Agreement, the full terms of which would be set out in the Takeover Offer Documents or (as the case may be) any revised offer document(s);

  • Takeover Offer Document means, if following the date of this Agreement, Verizon elects to implement the Acquisition by way of the Takeover Offer in accordance with Clause 3.6, the document to be despatched to Fleetmatics Shareholders and others by Verizon containing, amongst other things, the Takeover Offer, the Conditions (save insofar as not appropriate in the case of a Takeover Offer) and certain information about Verizon and Fleetmatics and, where the context so admits, includes any form of acceptance, election, notice or other document reasonably required in connection with the Takeover Offer;

  • Share Exchange has the meaning set forth in Section 2.1.

  • Reorganization Securities has the meaning set forth in Section 6.9 hereof.

  • Pre-Acquisition Reorganization has the meaning set out in Section 6.8;

  • Initial Public Offering” (“IPO means an offering of securities registered under the 1933 Act, the issuer of which, immediately before the registration, was not subject to the reporting requirements of Sections 13 or 15(d) of the 1934 Act.

  • Hostile Acquisition means (a) the acquisition of the Equity Interests of a Person through a tender offer or similar solicitation of the owners of such Equity Interests which has not been approved (prior to such acquisition) by the board of directors (or any other applicable governing body) of such Person or by similar action if such Person is not a corporation and (b) any such acquisition as to which such approval has been withdrawn.

  • Qualifying Public Offering means a firm commitment underwritten public offering of Stock for cash where the shares of Stock registered under the Securities Act are listed on a national securities exchange.

  • Takeover Rules means the Irish Takeover Panel Act 1997, Takeover Rules 2013;

  • Initial Public Offering means an offering of securities registered under the Securities Act of 1933, the issuer of which, immediately before the registration, was not subject to the reporting requirements of sections 13 or 15(d) of the Securities Exchange Act of 1934.