Company Constitutional Documents definition

Company Constitutional Documents means the Company Charter and the Bylaws, as amended from time to time.
Company Constitutional Documents means the articles of association of the Company, as may be amended from time to time in accordance with this Agreement;
Company Constitutional Documents means the constitutional documents of the Company, as in effect as of the date of this Agreement.

Examples of Company Constitutional Documents in a sentence

  • Indemnitee has agreed to serve and/or continue to serve the Company in a Director or Employee Officer capacity provided that, in light of the potential IPO, Indemnitee is provided the protections available under this Agreement, the Company Constitutional Documents (as defined below) and directors’ and officers’ liability insurance coverage, as well as other applicable liability insurance coverage, that is adequate in the present circumstances.

  • Neither the execution and filing under the Securities Act of the Registration Statement by the Company, nor the execution and delivery of the Underwriting Agreement and the performance by the Company of its obligations thereunder will violate the Company Constitutional Documents nor any applicable law, regulation, order or decree in Bermuda.

  • Subject to article 3.6, the Company shall at no time during the Shareholder Minimum Investment Period accept and register the transfer of any Ordinary Share, save as may be permitted in terms of this Agreement, the Transaction Documents or the Company Constitutional Documents.

  • Any transfer or issuance of any Investor Instruments made otherwise than under and in compliance with this Agreement and the Company Constitutional Documents shall be null and void, and the Parties shall procure that no such transfer or issuance is registered or given effect to by any member of the Group.

  • If an employee maintains a clear record for a continuous period of six months from the date of the last offence, all previous minor offences will be deleted from his/her record for all purposes.

  • All of the issued Shares have been issued and allotted in compliance with (i) all applicable securities laws and other applicable Laws, and (ii) all requirements set forth in the Company Constitutional Documents and applicable Company Contracts.

  • There have been no formal meetings or other proceedings of the shareholders or members of the Company, the board of directors of the Company or any committee of the board of directors of the Company that are not reflected in the Company Constitutional Documents.

  • There has not been any violation of the Company Constitutional Documents, and the Company has not taken any action that is inconsistent with the Company Constitutional Documents.

  • Neither the execution and filing under the Securities Act of the Registration Statement by the Company, nor the execution and delivery of the Transaction Agreements and the Securities and the performance by the Company of its obligations thereunder will violate the Company Constitutional Documents nor any applicable law, regulation, order or decree in Bermuda.


More Definitions of Company Constitutional Documents

Company Constitutional Documents means (i) the sixth amended and restated articles of associations of the Company, and (ii) the fifth amended and restated shareholders agreement dated November 3, 2022, by and among the Company and certain of its shareholders, in each case as amended, modified or supplemented from time to time.

Related to Company Constitutional Documents

  • Constitutional Documents means, with respect to a particular legal entity, the articles of incorporation, certificate of incorporation, formation or registration (including, if applicable, certificates of change of name), memorandum of association, articles of association, bylaws, articles of organization, limited liability company agreement, trust deed, trust instrument, operating agreement, joint venture agreement, business license, or similar or other constitutive, governing, or charter documents, or equivalent documents, of such entity.

  • Parent Organizational Documents means the certificate of incorporation and bylaws, each as amended as of the date of this Agreement, of each of Parent and Merger Sub.

  • New Organizational Documents means the documents providing for corporate governance of New Valaris Holdco and the Reorganized Debtors, including charters, bylaws, operating agreements, or other organizational documents or shareholders’ agreements, as applicable, consistent with section 1123(a)(6) of the Bankruptcy Code (as applicable).

  • Organizational Documents means (a) with respect to a corporation, the charter, articles or certificate of incorporation, as applicable, and bylaws thereof, (b) with respect to a limited liability company, the certificate of formation or organization, as applicable, and the operating or limited liability company agreement thereof, (c) with respect to a partnership, the certificate of formation and the partnership agreement, and (d) with respect to any other Person the organizational, constituent and/or governing documents and/or instruments of such Person.

  • Company Organizational Documents means the certificate of incorporation and bylaws (or the equivalent organizational documents) of the Company and its Subsidiaries as in effect on the date of this Agreement.

  • Constitutive Documents means the Trust Deed or such other documents as defined in the Regulations.

  • Company Governing Documents means the Company Bylaws and the Company Certificate.

  • Organizational Document means (a) the articles or certificate of incorporation and the bylaws of a corporation; (b) operating agreement, limited liability company agreement, or similar document governing a limited liability company; (c) any charter or similar document adopted or filed in connection with the creation, formation, or organization of a Person; and (d) any amendment to any of the foregoing.

  • Company Charter Documents means the Company’s certificate of incorporation and bylaws, each as amended to the date of this Agreement.

  • Constating Documents means, with respect to any Person, its articles and/or certificate of incorporation, amendment, amalgamation or continuance, memorandum of association, charter, by-laws, declaration of trust and other constating documents (in the case of a trust), partnership agreement, limited liability company agreement or other similar document, and all unanimous shareholder agreements, other shareholder agreements, voting trust agreements and similar arrangements applicable to the Person’s Equity Interests, all as in effect from time to time.

  • Constituent Documents means with respect to any Person, as applicable, such Person’s certificate of incorporation, articles of incorporation, by-laws, certificate of formation, articles of organization, limited liability company agreement, management agreement, operating agreement, shareholder agreement, partnership agreement or similar document or agreement governing such Person’s existence, organization or management or concerning disposition of ownership interests of such Person or voting rights among such Person’s owners.

  • Charter Documents means, with respect to any entity, the certificate of incorporation, the articles of incorporation, by-laws, articles of organization, limited liability company agreement, partnership agreement, formation agreement, joint venture agreement or other similar organizational documents of such entity (in each case, as amended).

  • Governing Documents means, with respect to any Person, the certificate or articles of incorporation, by-laws, or other organizational documents of such Person.

  • Material Documents has the meaning set forth in Section 5.23.

  • Fundamental Documents means, with respect to a corporation, the charter and bylaws (each as amended) or, with respect to any other Person, the documents by which such Person (other than an individual) establishes its legal existence or which govern its internal affairs.

  • Governing Document means any charter, articles, bylaws, certificate or similar document adopted, filed or registered in connection with the creation, formation, organization or governance of any entity.

  • Transactional Agreements means: (a) the Agreement; (b) the Assignment and Assumption Agreement; (c) the Voting Agreements; (d) the Credit Agreement; (e) the Patent License Agreement; (f) the Patent Standstill Agreement; and (g) the Stay Orders.

  • Depositor’s Formation Documents means the Certificate of Formation of Nissan Auto Leasing LLC II, dated as of October 24, 2001 and the Limited Liability Company Agreement of Nissan Auto Leasing LLC II, dated as of October 29, 2001.

  • Memorandum and Articles of Association means the Memorandum and Articles of Association of the Company, as amended and restated from time to time.

  • Transfer Documents shall have the meaning set forth in Section 2.1(b).

  • Merger Documents shall have the meaning assigned to it in Section 2.6 hereof.

  • Governing Instruments means, with regard to any entity, the articles of incorporation and bylaws in the case of a corporation, certificate of limited partnership (if applicable) and the partnership agreement in the case of a general or limited partnership, the articles of formation and the operating agreement in the case of a limited liability company, the trust instrument in the case of a trust, or similar governing documents, in each case as amended from time to time.

  • Memorandum and Articles means the amended and restated memorandum and articles of association of the Company currently in effect, as may be amended or restated from time to time.

  • Buyer Documents has the meaning set forth in Section 5.2.

  • Environmental Documents means, for any Person: (A) any and all documents received by the Person or its Subsidiaries from the United States Environmental Protection Agency (“EPA”) or any other Governmental Entity concerning the environmental condition of any property owned, leased or operated at any time by the Person or any Subsidiary of the Person, or the effect of the Person’s business operations or the business operations of any Subsidiary of the Person on the environmental condition of such property; (B) any and all documents submitted by the Person or any Subsidiary of the Person during the past five years to the EPA or any state, county or municipal environmental or health agency concerning the environmental condition of any property owned, leased or operated at any time by the Person or any Subsidiary of the Person, or the effect of the Person’s business operations or the business operations of any Subsidiary of the Person on the environmental condition of such property, and (C) any report, study, assessment, audit, or other similar document that addresses any issue of actual or potential noncompliance with, actual or potential liability under or cost arising out of, or actual or potential impact on business in connection with, any Environmental Law or any proposed or anticipated change in or addition to Environmental Law, that may in any way affect the Person or any entity for which it may be liable or any Subsidiary of the Person.

  • Formation Documents means, collectively, the Issuer LLC Agreement, the Issuer Certificate of Formation and any other document pursuant to which the Issuer is formed or governed, as each may be amended or supplemented from time to time.