Company Meeting Proposal definition

Company Meeting Proposal is defined in Section 8.05(a). "Company SEC Documents" is defined in Section 3.01(f). "Company Stock Plans" is defined in Section 3.01(d). "Company Stockholder Approval" is defined in Section 3.01(b). "Contingent Stock" means Common Stock issued after the Closing Date pursuant to (i) the Amendment to Stock Purchase Agreement, dated as of June 20, 1996, by and between the Company and Xxxx Xxxxxx or (ii) any security, option, warrant, call, subscription, right, contract, commitment, arrangement or understanding required to be disclosed on Schedule 3.01(d) but not disclosed thereon. "Contract" is defined in Section 3.01(c)(i). "Delivery Cut-off Time" is defined in Section 8.04. "DGCL" is defined in Section 3.01(q). "Distribution Agreements" is defined in the recitals to this Agreement. "Distributions" is defined in the recitals to this Agreement. "Distributed Companies" is defined in the recitals to this Agreement. "Employee" means any employee or former employee of any member of the Company or any of its Subsidiaries or any beneficiary or dependent of any such employee or former employee. "Employee Benefit Plans" means all defined contribution, defined benefit, welfare benefit, bonus, incentive compensation, stock option, stock purchase, stock appreciation right, stock bonus, incentive, deferred compensation, insurance, medical, dental, vision, life, death benefit, fringe benefit or other employee benefit plans, programs, policies or arrangements, including without limitation, any employment, consulting, offer, secondment, severance or other termination agreement, whether or not an employee B-34
Company Meeting Proposal is defined in Section 8.05(a).

Related to Company Meeting Proposal

  • Company Meeting means the special meeting of Company Shareholders, including any adjournment or postponement of such special meeting in accordance with the terms of the Arrangement Agreement, to be called and held in accordance with the Interim Order to consider the Arrangement Resolution.

  • Shareholder Meeting means an annual general meeting of shareholders or special meeting of shareholders of the Company called for the purpose of electing directors to the board of directors of the Company.

  • Competing Proposal means a proposal, offer or invitation to the Company, any Party or any of a Party’s Affiliates (other than the Proposal), that involves the acquisition of Control of the Target, a sale of all or a substantial part of the assets of the Target, a restructuring or recapitalization of the Target, or some other transaction that would adversely affect, prevent or materially reduce the likelihood of the consummation of the Transaction with the Parties.

  • Shareholders Meeting shall have the meaning set forth in Section 5.1.

  • Stockholder Meeting means each annual or special meeting of stockholders of the Company, or any action by written consent of the Company’s stockholders in lieu thereof, and any adjournment, postponement, rescheduling, continuation or meeting held in lieu thereof;

  • Stockholders Meeting shall have the meaning set forth in Section 6.2(c).

  • Company Stockholder Meeting means the meeting of the holders of shares of Company Common Stock for the purpose of seeking the Company Stockholder Approval, including any postponement or adjournment thereof.

  • Takeover Proposal means any offer or proposal for, or any indication of interest in, a merger or other business combination involving Target or the acquisition of any significant equity interest in, or a significant portion of the assets of, Target, other than the transactions contemplated by this Agreement.

  • Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).

  • Company Shareholder Meeting has the meaning specified in Section 8.2(b).

  • Company Stockholders Meeting has the meaning set forth in Section 6.2(a).

  • Superior Proposal has the meaning set forth in Section 5.09(a).

  • Company Superior Proposal shall have the meaning set forth in Section 7.4(b).

  • Special Meeting means a special meeting of the holders of Voting Shares, called by the Board of Directors for the purpose of approving a supplement or amendment to this Agreement pursuant to Subsection 5.4(b);

  • Holders’ Meeting means a meeting among the Holders held in accordance with Clause 17 (Holders’ Meeting).

  • Court Meeting means the meeting(s) of the Scheme Shareholders to be convened by order of the Court pursuant to section 896 of the Companies Act, notice of which will be set out in the Scheme Document, for the purpose of approving the Scheme, including any adjournment thereof;

  • Parent Superior Proposal shall have the meaning set forth in Section 7.4(g).

  • Company Takeover Proposal means (i) any proposal or offer for a merger, consolidation, dissolution, recapitalization or other business combination involving the Company, (ii) any proposal for the issuance by the Company of over 30% of its equity securities as consideration for the assets or securities of another person or (iii) any proposal or offer to acquire in any manner, directly or indirectly, over 30% of the equity securities or consolidated total assets of the Company, in each case other than the Merger.

  • Parent Stockholders Meeting has the meaning set forth in Section 6.2(b).

  • hybrid meeting means a general meeting convened for the (i) physical attendance by shareholders and/or proxies at the Principal Meeting Place and where applicable, one or more Meeting Locations and (ii) virtual attendance and participation by shareholders and/or proxies by means of electronic facilities;

  • Acquisition Proposal has the meaning set forth in Section 5.03(a).

  • Virtual Meeting means any general meeting of the Shareholders (or any meeting of the holders of any Class of Shares) at which the Shareholders (and any other permitted participants of such meeting, including without limitation the chairman of the meeting and any Directors) are permitted to attend and participate solely by means of Communication Facilities.