Company Shareholder Resolution definition

Company Shareholder Resolution means the special resolution to amend the Company Organizational Documents and approve such other matters as may be necessary to facilitate the implementation of the Transaction and/or the Scheme of Arrangement, substantially in the form set out in Annex E with or subject to any modification or addition which Bidco and the Company may mutually agree in writing.

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Company Shareholder Resolution means the special resolution to (A) authorize the directors of the Company (or a duly authorized committee of the directors) to take all such action as they may consider necessary or appropriate for carrying the Scheme of Arrangement into effect; (B) amend the Company Organizational Document and approve such other matters as may be necessary to facilitate the implementation of the Transaction and/or the Scheme of Arrangement, (C) the direct the Company Board to deliver the Court Order to Registrar of Companies in England and Wales if the Court Sanction is obtained, and (D) direct the Company Board that it need not undertake a Company Adverse Recommendation Change in connection a Superior Proposal or cause the Company to terminate this Agreement in order to enter into a definitive agreement relating to a Superior Proposal following the time at which the Company Shareholder Approvals are obtained substantially in the form set out in Annex C with or subject to any modification or addition which Parent and the Company may mutually agree.

Company Shareholder Resolution means the ordinary resolution approving the issuance of the Tranche II Shares, the Tranche III Shares and the Tranche IV Shares in accordance with NASDAQ Listing Rule 5635;

Examples of Company Shareholder Resolution in a sentence

Further, the Parties reserve to amend the Centralized Contract to add new and other offerings, such as technical services and consulting services.
To the extent practicable and subject to the Company’s obligations under applicable Law, the Company shall provide SPAC with reasonable updates to SPAC regarding the status of and any issues arising with respect to obtaining the Company Shareholder Resolution and the right to review and discuss all material communication sent to Company Shareholders with respect to the Company Shareholder Resolution.
The Company and the Purchaser agree that the Company Shareholder Resolution shall include a resolution to amend the Company Articles by the adoption and inclusion of a new article under which any Company Ordinary Shares issued after the Scheme Record Time as a result of the vesting and/or exercise of Awards under the Company Equity Plans will be transferred to the Purchaser (or as it may direct) for the same consideration as is payable to Scheme Shareholders under the Scheme.
The Company shall comply in all material respects with Company Governing Documents, the applicable provisions of the OBCA and this Agreement in the distribution of any solicitation of the Company Shareholder Resolution.
The Company shall comply in all material respects with Company Governing Documents, the applicable provisions of the Cayman Companies Act and this Agreement in the distribution of any solicitation of the Company Shareholder Resolution.
To the extent practicable and subject to the Company’s obligations under Law, the Company shall provide SPAC with reasonable updates to SPAC regarding the status of and any issues arising with respect to obtaining the Company Shareholder Resolution and the right to review and discuss all material communication sent to Company Shareholders with respect to the Company Shareholder Resolution.
The Company Board (including any required committee or subgroup thereof) has, as of the date of this Agreement, unanimously (a) declared the advisability of the Transactions, (b) determined that the Transactions are in the best interests of the Company and (c) subject to the effectiveness of the Proxy/Registration Statement and receipt of the Regulatory Approvals, recommended that the Company Shareholders approve the Company Shareholder Resolution and the Company Shareholder Approval.

More Definitions of Company Shareholder Resolution

Company Shareholder Resolution has the meaning set forth in Section 7.2(c)(i).

Company Shareholder Resolution means the special resolutions to (A) authorize the directors of the Company (or a duly authorized committee of the directors) to take all such action as they may consider necessary or appropriate for carrying the Scheme of Arrangement into effect; (B) amend the Company Organizational Documents and approve such other matters as may be necessary to facilitate the implementation of the Contemplated Transactions and/or the Scheme of Arrangement; and (C) direct the Company Board to deliver the Court Order to the Registrar of Companies in England and Wales if the Court Order is obtained, substantially in the form set out in Annex II with or subject to any modification or addition that Purchaser, Parent and the Company may mutually agree.