Governance Resolutions definition

Governance Resolutions shall have the meaning set forth in Section 2.04(a)(v).
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Governance Resolutions has the meaning given to it in clause 5.2.1;
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Governance Resolutions has the meaning set forth in Section 2.4(a)(ix).
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Examples of Governance Resolutions in a sentence

  • During this meeting, the Offer will be discussed in accordance with article 18 of the Decree and the Governance Resolutions proposed at the Offer EGM will be resolved upon.

  • Us- ing instead the non-perturbative input from lattice [18], we again get higher valuesJHEP05(2019)034∆ΓLat.

  • The Crucell Boards therefore recommend that Shareholders vote in favour of the Governance Resolutions at the Offer EGM.

  • The Managing Board and the Supervisory Board will recommend QIAGEN’s shareholders to vote in favor of the Merger Resolution and, if applicable, the relevant Governance Resolutions and the Back-End Resolution.

  • The Offer is conditioned, among other things, upon the Governance Resolutions (resolutions to amend the Articles of Association of Crucell to implement certain changes to the corporate governance structure of Crucell in connection with the Offer) (see Part 2 of Schedule 3 (Invitation, Agenda and Explanatory Notes Offer EGM) to this Circular and section 4 (Definitions) of the Offer Document) being adopted at the Offer EGM.

  • In evaluating the Offer, the Crucell Boards consulted with Crucell’s management, outside legal advisors and financial advisors, and considered numerous factors in the course of reaching their determination to approve the Offer and the other Transactions contemplated thereby, to recommend that the Shareholders accept the Offer and tender their Shares pursuant to the Offer, adopt the Governance Resolutions and grant Proxies in respect of all of their Shares to the Offeror.

  • The works council of Crucell Holland has rendered positive advice in respect of the intended support, recommendation and execution by the Crucell Boards of the Offer and other Transactions, and in connection therewith the Governance Resolutions, the Asset Sale and the Post Offer EGM Resolution.

  • The approval of the Merger Resolution and, if applicable, the relevant Governance Resolutions and the Back-End Resolution, shall be the only matters that the Company shall propose to be acted on by the shareholders of the Company at the Subsequent EGM, unless otherwise reasonably proposed by the Company and approved in advance in writing by the Buyer (such approval not to be unreasonably withheld, conditioned or delayed).

  • In this Position Statement, the Boards would like to inform the Shareholders of the background of the proposed transaction, the key terms of the Offer and the reasons why the Boards fully support the Offer and all transaction contemplated therewith (the Merger) and recommend Shareholders to accept the Offer and tender their Shares pursuant to the Offer and vote their Shares in favor of the Governance Resolutions.

  • At the Subsequent EGM, QIAGEN’s shareholders will be asked to adopt the Merger Resolution and, if one or more of the Governance Resolutions or the Back-End Resolution have not been adopted at the Annual General Meeting, adopt such Governance Resolutions or the Back-End Resolution, as the case may be.

Related to Governance Resolutions

  • Governance means rules, processes and be- havior that affect the way in which powers are exercised. The term “territorial governance” may be used to denominate the political concern to coordinate policies, programs and projects in re- lation to a specific territorial development.

  • Governance Rights means all of a Member's rights as a Member in the Company other than Financial Rights and the right to assign Financial Rights.

  • Governance Committee means the Governance Committee of the Board.

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

  • Governance Agreement has the meaning set forth in the Recitals.

  • 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.

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

  • Governance Term Sheet means the Governance Term Sheet attached as Exhibit F to the Restructuring Support Agreement.

  • Nominating and Corporate Governance Committee means the nominating and corporate governance committee of the board of directors of the Company established pursuant to the Articles, or any successor committee.

  • Resolution of Directors means either:

  • 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.

  • New Corporate Governance Documents means the certificate of incorporation, certificate of formation, bylaws, limited liability company agreements, shareholder agreement (if any), operating agreement or other similar organizational or formation documents, as applicable, of the Reorganized Debtors, each of which shall be acceptable to the Debtors, the Requisite Consenting Creditors, and the Equity Committee (subject to the parties’ rights and obligations under the RSA).

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

  • Arrangement Resolution means the special resolution of the Company Shareholders approving this Plan of Arrangement to be considered at the Company Meeting.

  • 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.

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

  • Corporate governance annual disclosure means a report an insurer or insurance group files in accordance with the requirements of Chapter 16b, Corporate Governance Annual Disclosure Act.

  • Audit Committee means the audit committee of the board of directors of the Company established pursuant to the Articles, or any successor committee.

  • Nominating Committee means the nominating committee of the board of directors of the Company established pursuant to the Articles, or any successor committee.

  • Local board means a school board, public utility, commission, transportation commission, public library board, board of park management, local board of health, board of commissioners of police, planning board, or any other board, commission, committee, body or local authority established or exercising any power or authority under any general or special Act with respect to any of the affairs or purposes, including school purposes, of the municipality or any part or parts thereof;

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

  • 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.

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

  • Governing board means the Fund's Board of Directors if the Fund is a corporation or the Fund's Board of Trustees if the Fund is a trust, or, where duly authorized, a competent committee thereof.

  • Technical Advisory Committee means a committee established under section 12;

  • MUSL Board means the governing body of the MUSL, which is comprised of the chief executive officer of each Party Lottery.