ERISA Shareholder definition

ERISA Shareholder means any Shareholder that (a)(i) is an employee benefit plan which is subject to the provisions of Part 4 of Subtitle B of Title I of ERISA, (ii) is a plan as defined in Section 4975 of the Code, or (iii) is an entity that is deemed to hold the assets of a plan described in (i) or (ii) under applicable law, and (b) has identified itself as a plan or entity described in its Subscription Agreement.
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ERISA Shareholder means a Shareholder that is (a) (i) an employee benefit plan subject to Part 4 of Title I of ERISA, (ii) a plan to which Section 4975 of the Code applies, or (iii) an entity whose underlying assets include plan assets by reason of a plan’s investment in such entity (i.e., a “benefit plan investor” as determined pursuant to the DOL Regulations) and (b) so indicates on its Subscription Agreement or otherwise in writing to the General Partner on or before the closing at which such Shareholder is admitted to the Fund and is so identified on the books and records of the Fund.“Public Plan Shareholder” means a Shareholder that (a) (i) is a governmental plan or a church plan within the meaning of sections 3(32) and 3(34), respectively, of ERISA or a plan maintained outside of the United States primarily for the benefit of persons substantially all of whom are non-resident aliens in accordance with section 4(b)(4) of ERISA and (ii) so indicates on its Subscription Agreement or otherwise in writing to the Board of Directors on or before the closing at which such Shareholder is admitted to the Fund and is so identified on the books and records of the Fund, or (b) is designated as such by the Board of Directors in a side letter agreed to with such Shareholder. Auditor: KPMG Luxembourg SA Counsel: Elvinger Hoss Prussen, société anonyme.
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Examples of ERISA Shareholder in a sentence

  • Section 4.2(c) notwithstanding, the Corporation shall not make a distribution in kind of any securities to any holder of the shares of the Corporation in connection with a Liquidation, if such distribution would in the reasonable judgment of such holder cause such holder to be in violation of any law applicable to such holder ("ERISA Shareholder"); provided that the ERISA Shareholder shall notify the Corporation to such effect not less than five days prior to such distribution.

  • Section 4.2(c) notwithstanding, the Corporation shall not make a distribution in kind of any securities to any holder of the shares of the Corporation in connection with a Liquidation, if such distribution would in the reasonable judgment of such holder cause such holder to be in violation of any law applicable to such holder (“ERISA Shareholder”); provided that the ERISA Shareholder shall notify the Corporation to such effect not less than five days prior to such distribution.

  • The Board of Trustees shall conduct the affairs of the Trust so that the underlying assets of the Trust will not be considered to constitute assets (as defined in the regulations of the Department of Labor contained in 29 C.F.R. Section 2510.3-101 or successor regulations (such regulation or successor regulation being known as the "Plan Assets Regulation")) of any ERISA Shareholder.

  • If any Shares held by the ERISA Shareholder are to be redeemed pursuant to this §2.3(d), the Manager may effect such redemption in cash or in the form of a promissory note, the terms and conditions of which shall be reasonably acceptable to the ERISA Shareholder.

  • Section 4.2(c) notwithstanding, the Corporation shall not make adistribution in kind of any securities to any holder of the shares of the Corporation in connection with a Liquidation, if such distribution would in the reasonable judgment of such holder cause such holder to be in violation of any law applicable to such holder ("ERISA Shareholder"); provided that the ERISA Shareholder shall notify the Corporation to such effect not less than five days prior to such distribution.

  • The Board of Trustees shall conduct the affairs of the Trust so that the underlying assets of the Trust will not be considered to constitute assets (as defined in the regulations of the Department of Labor contained in 29 C.F.R. § 2510.3-101 or successor regulations (such regulation or successor regulation known as the “Plan Assets Regulation”)) of any ERISA Shareholder.

Related to ERISA Shareholder

  • Company Shareholder means a holder of Company Shares.

  • Shareholder means a person who owns shares in the company and is actively involved in the management of the enterprise or business and exercises control over the enterprise.

  • substantial shareholder means a person who is entitled to exercise, or to control the exercise of, 10% or more (or such other percentage as may be prescribed by the Listing Rules) of the voting power at any general meeting of the Company;

  • Shareholder Associated Person of any Shareholder means (i) any person controlling, directly or indirectly, or acting in concert with, such Shareholder, (ii) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such Shareholder, and (iii) any person controlling, controlled by or under common control with such Shareholder Associated Person.

  • 10% Shareholder means a person who owns, directly or indirectly, stock possessing more than 10% of the total combined voting power of all classes of stock of the Company or any Parent or Subsidiary of the Company. Indirect ownership of stock shall be determined in accordance with Code Section 424(d).

  • Scheme Shareholder means a person who is registered in the Register as the holder of one or more Scheme Shares as at the Record Date.

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • ² Shareholder means a person who owns shares in the company and is actively involved in the management of the company or business and exercises control over the company.

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • Stockholder means, with respect to any Person, each holder of Stock of such Person.

  • Major Shareholder means a shareholder who directly or indirectly holds 10% or more of the voting rights.

  • Benefit Plan Investor means an “employee benefit plan” as defined in Section 3(3) of ERISA that is subject to Title I of ERISA, a “plan” as defined in and subject to Section 4975 of the Code or an entity whose underlying assets include plan assets of any of the foregoing.

  • Stockholder Associated Person of any stockholder means (A) any person controlling, directly or indirectly, or acting in concert with, such stockholder, (B) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such stockholder or (C) any person directly or indirectly controlling, controlled by or under common control with such Stockholder Associated Person.

  • Shareholder Group means (i) Shareholder and (ii) any Affiliate or Shareholder Family Entity (as defined in the Shareholder's Agreement) of Shareholder (other than the Company).

  • ERISA Investor means an Investor that is: (a) an “employee benefit plan” (as such term is defined in Section 3(3) of ERISA) subject to Title I of ERISA, (b) any “plan” defined in and subject to Section 4975 of the Code, or (c) a partnership or commingled account of a fund, or any other entity, whose assets include or are deemed to include the assets of one or more such employee benefit plans or plans in accordance with the Plan Assets Regulations or otherwise.

  • Interested Shareholder means any Person (other than the Company and any direct or indirect majority-owned subsidiary of the Company) that (i) is the owner of 15% or more of the outstanding voting Shares of the Company, or (ii) is an affiliate or associate of the Company and was the owner of 15% or more of the outstanding voting Shares of the Company at any time within the 3-year period immediately prior to the date on which it is sought to be determined whether such Person is an interested Shareholder, and the affiliates and associates of such Person; provided, however, that the term “interested Shareholder” shall not include (x) any Person who (A) owned Shares in excess of the 15% limitation set forth herein as of, or acquired such Shares pursuant to a tender offer commenced prior to, the date of registration by the Registrar of the notice of adoption of the Articles, which set forth this Article 25, or pursuant to an exchange offer announced prior to the aforesaid date and commenced within 90 days thereafter and either (I) continued to own Shares in excess of such 15% limitation or would have but for action by the Company or (II) is an affiliate or associate of the Company and so continued (or so would have continued but for action by the Company) to be the owner of 15% or more of the outstanding voting Shares of the Company at any time within the 3-year period immediately prior to the date on which it is sought to be determined whether such Person is an interested Shareholder or (B) acquired said Shares from a Person described in item (A) of this paragraph by gift, inheritance or in a transaction in which no consideration was exchanged; or (y) any Person whose ownership of Shares in excess of the 15% limitation set forth herein is the result of action taken solely by the Company; provided that such Person shall be an interested Shareholder if thereafter such Person acquires additional Shares of voting Shares of the Company, except as a result of further corporate action not caused, directly or indirectly, by such Person. For the purpose of determining whether a Person is an interested Shareholder, the voting Shares of the Company deemed to be outstanding shall include Shares deemed to be owned by the Person through application of Article 23.3(i) but shall not include any other unissued Shares of the Company which may be issuable pursuant to any agreement, arrangement or understanding, or upon exercise of conversion rights, warrants or options, or otherwise. Any determination made by the Board of Directors as to whether any Person is or is not an interested shareholder shall be conclusive and binding upon all shareholders of the Company.

  • ERISA Prohibited Holder As defined in Section 5.02(d).

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

  • Initial Shareholder means any beneficial owner of the Company’s unregistered securities.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Soliciting Shareholder means, with respect to any Special Meeting demanded by a shareholder or shareholders, any of the following Persons:

  • Controlling Shareholder means any shareholder owning more than fifty

  • Significant Shareholder means a person or company that has beneficial ownership of, or control or direction over, whether direct or indirect, or a combination of beneficial ownership of, and control or direction over, whether direct or indirect, securities of an issuer carrying more than 10 per cent of the voting rights attached to all the issuer’s outstanding voting securities, excluding, for the purpose of the calculation of the percentage held, any securities held by the person or company as underwriter in the course of a distribution;

  • Company Shareholders means holders of Company Shares.

  • Major Stockholder means any such Person.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.