Company Shareholder Action definition

Company Shareholder Action has the meaning given to it in Section 2.26.
Company Shareholder Action means the written consent of the Company Shareholders holding at least 95% of the Company Capital Stock immediately prior to the Effective Time, to the Merger, this Agreement and the other agreement and transactions contemplated hereby and thereby. "COMPANY STOCK PLAN" has the meaning ascribed to it in SECTION 1.6(c)(i).
Company Shareholder Action has the meaning ascribed to it in Section 5.2.

Examples of Company Shareholder Action in a sentence

  • The Company shall consult with Broadcom regarding the date of the Company Shareholder Action and shall not postpone or adjourn (other than for the absence of a quorum) any meeting of the shareholders of the Company without the consent of Broadcom, which consent shall not be unreasonably withheld.

  • The Company shall establish a record date for determining the shareholders of the Company entitled to vote or consent in connection with the Company Shareholder Action that is as early as possible after the date of this Agreement.

  • The Company shall consult with Parent regarding the date of any shareholder meeting with respect to the Company Shareholder Action and shall not postpone or adjourn (other than for the absence of a quorum) any such meeting, which consent shall not be unreasonably withheld.

  • The Company shall consult with Acquirer regarding the date of the Company Shareholder Action and shall not postpone or adjourn (other than for the absence of a quorum) any meeting of the shareholders of the Company without the consent of Acquirer, which consent shall not be unreasonably withheld.

  • Holders of at least 95% of the shares of Company Capital Stock issued and outstanding as of the record date for the Company Shareholder Action have agreed in writing to approve the Merger pursuant to Support Agreements and pursuant to Irrevocable Proxies attached thereto as EXHIBIT A ("IRREVOCABLE PROXIES").

  • As soon as practicable following the execution and delivery of this Agreement, the Company shall give written notice of this Agreement and the proposed Merger to all Company Shareholders and shall use commercially reasonable efforts to take all other action necessary in accordance with the California Code and its articles of incorporation and bylaws to convene a meeting of the Company Shareholders or to secure the written consent of its shareholders ("Company Shareholder Action") before February 28, 2001.

  • The Company shall consult with New Focus regarding the date of the Company Shareholder Action.

  • The Company shall consult with Parent regarding the date of the Company Shareholder Action and shall not postpone or adjourn (other than for the absence of a quorum) any meeting of the shareholders of the Company without the consent of Parent, which consent shall not be unreasonably withheld.

  • The Company shall consult with Sub regarding the date of the Company Shareholder Action and shall not postpone or adjourn (other than for the absence of a quorum) any meeting of the Company Shareholders without the consent of Sub, which consent shall not be unreasonably withheld.

  • As soon as reasonably practicable following the execution and delivery of this Agreement, the Company shall give written notice of this Agreement and the proposed Merger to the Company Shareholder and to take all other action necessary in accordance with California Law and its articles of incorporation and bylaws to secure the written consent of the Company Shareholder ("Company Shareholder Action").

Related to Company Shareholder Action

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Company Shareholders means holders of Company Shares.

  • Company Shareholder means a holder of one or more Company Shares;

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

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

  • Parent Shareholder Approval means the approval of (a) the Parent Share Issuance at the Parent Shareholders Meeting by the affirmative vote of a majority of the total votes cast by the holders of Parent Common Stock entitled to vote thereon, (b) the Parent Charter Amendment at the Parent Shareholders Meeting by the affirmative vote of a majority of the shares of Parent Common Stock outstanding and entitled to vote thereon and (c) the Parent Bylaw Amendment at the Parent Shareholders Meeting by the affirmative vote of a majority of the outstanding shares of Parent Common Stock entitled to vote thereon.

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

  • Company Shares means the common shares in the capital of the Company;

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Parent Stockholder Approval means the affirmative vote of the holders of a majority of the shares of Parent Stock entitled to vote with respect to the approval of the Parent Stock Issuance.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • 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.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

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

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

  • Company Stockholder means the holder of either a share of Company Common Stock or a share of Company Preferred Stock.

  • Merger Shares has the meaning set forth in Section 2.2(c).

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • Parent Stockholders means the holders of Parent Common Stock.

  • 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;

  • Independent Shareholders means holders of Voting Shares, other than:

  • Company Securities means (i) the Common Stock, (ii) securities convertible into or exchangeable for Common Stock and (iii) any options, warrants or other rights to acquire Common Stock.

  • Company Share Plans mean (a) the Company’s Stock Related Award Incentive Plan of 1999, as amended; (b) the Company’s 2010 Stock Incentive Plan, as amended; and (c) the Company’s 2015 Stock Incentive Plan, as amended;

  • Stockholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the stockholders of the Company with respect to issuance of all of the Warrants and the Warrant Shares upon the exercise thereof.