GM Resolutions definition

GM Resolutions means such shareholder resolutions of the Company as are necessary to enable the Company to approve, implement and effect the Scheme (including a resolution to replace the Articles by way of the adoption of the New Articles under which it shall be provided that any Shares issued or transferred either: (i) after the GM has been held shall be subject to the Scheme (and shall be deemed to be ‘Scheme Shares’ for the purposes thereof); or (ii) after the Effective Date shall be immediately transferred to Eagle (or to any person nominated by Eagle) for the same price payable in respect of the Scheme Shares pursuant to the Scheme);
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GM Resolutions means resolutions of the Ordinary Shareholders approving, firstly, conditional on the Schemes being sanctioned by the Court, an amendment to the articles of association of the Company to permit transfers of Ordinary Shares and Preference Shares between certain Management Shareholders, the ESOP and certain MIP Members on the Interim Day by way of a special resolution, and secondly, upon the Effective Date, the adoption of the New Articles of Association by way of a special resolution, the conversion of Ordinary Shares and Preference Shares into a combination of New Ordinary and Deferred Shares by way of an ordinary resolution, the cancellation of the authorised but unissued Ordinary Share capital of the Company by way of an ordinary resolution, and certain other resolutions as described in paragraph 7 of Part Two of this document;
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GM Resolutions means the resolution to be proposed at the General Meeting for the purposes of, amongst other things, approving and implementing the Scheme, approving the Reduction and certain amendments to the Articles of Association of the Company and such other matters as may be agreed between the Company and the Offeror as necessary for the purposes of implementing the Scheme;
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Examples of GM Resolutions in a sentence

  • This Clause ‎11.1 shall cease to apply if the Target Directors have withdrawn, modified, qualified or amended their recommendation to Target Shareholders to vote in favour of the Scheme and the Target GM Resolutions in accordance with Clause ‎3.3.

  • Provided: (i) the Scheme is approved by the Scheme Shareholders at the Court Meeting; and (ii) the GM Resolutions are passed at the GM, the Company will have all requisite corporate power and authority to perform all of its obligations hereunder and to take the steps required by the Company to implement the Scheme.


More Definitions of GM Resolutions

GM Resolutions means the resolution to be proposed at the General Meeting for the purposes of, amongst other things, approving and implementing the Scheme, approving the Reduction and certain amendments to the Articles of Association of the Company and such other matters as may be agreed between the Company and the Offeror as necessary for the purposes of implementing the Scheme;
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Related to GM Resolutions

  • unanimous resolution means, subject to subsection (3) -

  • Master Resolution means the Amended and Restated Master Resolution Establishing The University of Texas System Revenue Financing System adopted by the Board on February 14, 1991, as amended on October 8, 1993, and August 14, 1997.

  • Series Resolution means a resolution of the Corporation authorizing the issuance of a Series of Bonds in accordance with the terms and provisions of the General Trust Indenture, adopted by the Corporation in accordance with Section 204 of the General Trust Indenture.

  • Supplemental Resolution means any resolution or resolutions of the Trust amending, modifying or supplementing this Bond Resolution, authorizing the issuance of a Series of Refunding Bonds, or any other Supplemental Resolution adopted by the Trust pursuant to the provisions of this Bond Resolution.

  • Special Resolution means a resolution passed by a majority of not less than two-thirds (2/3) of the votes cast on that resolution.

  • Informal resolution means options for resolving a formal complaint that do not involve a full investigation and adjudication. Informal resolution may encompass a broad range of conflict resolution strategies, including mediation or restorative justice.

  • Arrangement Resolution means the special resolution approving the Plan of Arrangement to be considered at the Company Meeting, substantially in the form of Schedule B.

  • Ordinary Resolution means a resolution passed by a simple majority of the Members as, being entitled to do so, vote in person or, where proxies are allowed, by proxy at a general meeting, and includes a unanimous written resolution. In computing the majority when a poll is demanded regard shall be had to the number of votes to which each Member is entitled by the Articles.

  • Borrowing Resolutions are, with respect to any Person, those resolutions substantially in the form attached hereto as Exhibit D.

  • Amalgamation Resolution means the special resolution of the Shareholders concerning the Amalgamation to be considered at the Meeting, substantially in the form set out in Appendix A to the Circular;

  • Authorizing Resolution means a resolution adopted by the Board of Directors or by an Officer or committee of Officers pursuant to Board delegation authorizing a Series of Securities.

  • Certified Resolution means a copy of a resolution certified by the Secretary or an Assistant Secretary of the Company to have been duly adopted by the Board of Directors and to be in full force and effect on the date of such certification.

  • Resolution shall have the meaning specified in Section 8(E).

  • Resolutions shall have the meaning set forth in Section 7.5.

  • Resolution of Directors means either:

  • Special Resolution Regime means each of (i) the Federal Deposit Insurance Act and the regulations promulgated thereunder and (ii) Title II of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and the regulations promulgated thereunder.

  • Board Resolutions means the board resolutions to be signed by us (where we are a company) pursuant to the opening of our Account(s) with you.

  • Extraordinary Resolution has the meaning set forth in Section 7.11(1);

  • U.S. Special Resolution Regimes has the meaning specified in Section 11.21.

  • U.S. Special Resolution Regime means each of (i) the Federal Deposit Insurance Act and the regulations promulgated thereunder and (ii) Title II of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act and the regulations promulgated thereunder.

  • Single Series Extraordinary Resolution means a resolution passed at a meeting of Noteholders duly convened and held in accordance with the procedures prescribed by the Issuer and the Fiscal Agent pursuant to Condition 14(a) (Convening Meetings of Noteholders; Conduct of Meetings of Noteholders; Written Resolutions) by a majority of:

  • Bond Resolution means the resolution to be adopted by the Governing Body prescribing the terms and details of the Bonds and making covenants with respect thereto.

  • UK Resolution Authority means the Bank of England or any other public administrative authority having responsibility for the resolution of any UK Financial Institution.

  • resolution plan means a plan proposed by resolution applicant for insolvency resolution of the corporate debtor as a going concern in accordance with Part II;

  • Initial Resolution Period As defined in Section 2.03(b).

  • Relevant UK Resolution Authority means any authority with the ability to exercise a UK Bail-in Power.