Examples of Buyer Shareholder Meeting in a sentence
The Buyer shall consult with General Motors on the content of all documents to be provided or submitted to the Buyer Shareholder Meeting in connection with the issuance of the Warrants (including the Warrant Resolution, any decision and any report of the management board (Directoire) and supervisory board (conseil de surveillance) of the Buyer, any auditor’s report and any document required by the French market authority (Autorité des Marchés Financiers) in connection with the issuance of the Warrants).
The Buyer has obtained in the form attached as Exhibit 5.4 from each of its Anchor Shareholders a firm and irrevocable undertaking to support and vote for the Warrant Resolution at the Buyer Shareholder Meeting.
Buyer shall adjourn or postpone the Buyer Shareholder Meeting, if, as of the time for which such meeting is originally scheduled there are insufficient shares of Buyer Common Stock represented (either in person or by proxy) to constitute a quorum necessary to conduct the business of such meeting.
Buyer will use its commercially reasonable efforts to provide the notice and invitation to the Buyer Shareholder Meeting and the Buyer Shareholder Approval to Seller for Seller’s review and comment.
Following the date of this Agreement, Buyer, through its Board of Directors, shall, in accordance with applicable Law (including Swedish Law) and the Organizational Documents of Buyer, establish a record date for, duly call, give notice of, convene and hold the Buyer Shareholder Meeting and use commercially reasonable efforts to obtain the Buyer Shareholder Approval as soon as practicable.
In the event the Warrant Resolution shall not have been approved at the Buyer Shareholder Meeting, the Buyer shall, in lieu of issuance of the Warrants, pay to General Motors in consideration for the Autocos Shares to which the Additional Value is allocated, the amount of the Additional Value, which aggregate amount shall be payable in 5 equal cash installments of 129,818,182 Euro each, each on the date falling on the first, second, third, fourth and fifth anniversary of the Closing Date.
Notwithstanding anything to the contrary herein, unless this Agreement has been terminated pursuant to Section 8.1 prior to the scheduled time of the Buyer Shareholder Meeting, the Buyer Shareholder Meeting shall be convened and this Agreement shall be submitted to the shareholders of Buyer at the Buyer Shareholder Meeting for the purpose of voting on the adoption of this Agreement and the other matters contemplated hereby, and nothing contained herein shall be deemed to relieve Buyer of such obligation.
Buyer shall use its best efforts to cause each of the directors and officers of Buyer owning shares of Buyer entitled to vote at any such Buyer Shareholder Meeting to vote all of such shares in favor of the adoption of this Agreement and the other transactions contemplated hereby.
Buyer shall submit this Agreement to its shareholders at the Buyer Shareholder Meeting even if the Buyer Board shall have withdrawn, modified or qualified its recommendation.
Buyer may include in the Proxy Statement matters to be acted on by Buyer’s shareholders at the Buyer Shareholder Meeting other than the Transaction Proposals, it being understood that the approval of any such other matters shall not be conditions to or otherwise delay or hinder, the consummation of the transactions contemplated by this Agreement.