Deemed Dividend definition

Deemed Dividend means, with respect to any Foreign Subsidiary, such Foreign Subsidiary’s accumulated and undistributed earnings and profits being deemed to be repatriated to the Company or the applicable parent Domestic Subsidiary under Section 956 of the Code.

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Deemed Dividend has the meaning set forth in Section 17(f)(ii).

Deemed Dividend has the meaning set forth in Exhibit G.

Examples of Deemed Dividend in a sentence

Notwithstanding the foregoing, the Borrower shall not be required to furnish any such pledges, guaranties, security interests or related documents or instruments with respect to a Foreign Subsidiary to the extent that such actions would (x) violate the laws of the jurisdiction of formation of such Foreign Subsidiary or (y) create or result in a Deemed Dividend Problem.
Notwithstanding the foregoing, no Foreign Subsidiary shall be required to execute and deliver the Guaranty Agreement (or supplement thereto) or such other guaranty agreement if such execution and delivery would cause a Deemed Dividend Problem or a Financial Assistance Problem with respect to such Foreign Subsidiary and, in lieu thereof, the Borrower and the relevant Restricted Subsidiaries shall provide the pledge agreements required under this Section 5.10 or Section 5.11.
Notwithstanding the foregoing, no Foreign Subsidiary shall be required to execute and deliver the Guaranty Agreement (or supplement thereto) or such other guarantee agreement if such execution and delivery would cause a Deemed Dividend Problem or a Financial Assistance Problem with respect to such Foreign Subsidiary and, in lieu thereof, the Borrower and the relevant Subsidiaries shall provide the pledge agreements required under this Section 6.26 or Section 6.27.
Further, even if a Dowlais Shareholder also owns AAM Shares, it should only be subject to U.S. Deemed Dividend Tax if the Dowlais Shareholder owns (i) an equivalent or greater percentage of AAM Shares than Dowlais Shares at Completion, and (ii) its indirect ownership interest in Dowlais is not therefore reduced as a result of the Combination, taking into account certain constructive ownership rules and the AAM Shares received as consideration in the Combination.
Notwithstanding the foregoing, no Foreign Subsidiary shall be required to execute and deliver the Guaranty Agreement (or supplement thereto) or such other guarantee agreement if such execution and delivery would cause a Deemed Dividend Problem or a Financial Assistance Problem with respect to such Foreign Subsidiary and, in lieu thereof, the Borrower and the relevant Subsidiaries shall provide the pledge agreements required under this Section 6.25 or Section 6.26.
If Section 304 of the IRC were to apply to the Combination, the cash consideration received pursuant to the Combination may be subject to U.S. federal income tax as a deemed dividend (“U.S. Deemed Dividend Tax”).
Notwithstanding the foregoing, no action or omission contemplated by this Section 10.14 shall be permitted or required to the extent such action or omission would cause a Deemed Dividend Problem.
A Dowlais Shareholder should only be subject to U.S. Deemed Dividend Tax if the Dowlais Shareholder receives cash under the Combination and also owns AAM Shares.
Notwithstanding the foregoing, no Foreign Subsidiary shall be required to execute and deliver the Multiparty Guaranty (or supplement thereto) or such other guarantee agreement if such execution and delivery would cause a Deemed Dividend Problem or a Financial Assistance Problem with respect to such Foreign Subsidiary and, in lieu thereof, the Company and the relevant Subsidiaries shall provide the pledge agreements required under this Section 9.7 or Section 9.8.
Notwithstanding anything herein to the contrary, no Foreign Subsidiary Borrower shall be liable for any Loan not made directly to such Borrower to the extent a Deemed Dividend Problem would be caused if such Foreign Subsidiary Borrower guaranteed or otherwise became liable for such Loan.

More Definitions of Deemed Dividend

Deemed Dividend means, with respect to each Stock Unit held by a Participant, a notional amount credited to the Participant’s Account equal to the amount in cash or value in Stock or other property from dividends paid with respect to one share of Stock.

Deemed Dividend means any income generated under Section 951 ----------------- of the Code.

Deemed Dividend means, for each cash dividend declared by DRDGOLD during the Reference period, an amount deemed to be paid to the Seller on the same date that the relevant dividend is paid by DRDGOLD in an amount, for each relevant dividend payment, equal to the total value in Rands of all dividends declared and paid divided by the sum of (i) the total number of DRDGOLD Shares in respect of which dividends are paid and (ii) a further 35,000,000 DRDGOLD Shares and further multiplying this resultant amount by the number of Consideration Shares;