Ineligible Overseas Shareholder definition

Ineligible Overseas Shareholder means a Scheme Shareholder who is registered in the Register with an address outside Australia and its external territories, New Zealand, United Kingdom, Xxxxxxx, Xxxxxx, Xxxxx, Xxxx Xxxx, Xxxxxxx and the United States or any other country agreed to by the Company and Unilife Corporation.
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Ineligible Overseas Shareholder means an Allkem Shareholder whose Registered Address at the Scheme Record Date is a place outside of Australia and Argentina, British Virgin Islands, Canada, China, Hong Kong, Japan, Malaysia, New Zealand, Singapore, the United Kingdom and the United States (unless otherwise agreed by Allkem, Livent and New TopCo in writing, each acting reasonably) or any other jurisdictions agreed by Allkem, Livent and New Topco in writing as lawful and not unduly impracticable or onerous for New TopCo to issue such Allkem Shareholder New TopCo Shares or CDIs upon Scheme Implementation in accordance with the terms of this Agreement (each acting reasonably).
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Ineligible Overseas Shareholder means a Telecom Shareholder as at 7:00 p.m. on the Record Date that is not an Eligible Shareholder.
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Examples of Ineligible Overseas Shareholder in a sentence

  • Eligible Scheme Shareholder means a Scheme Shareholder other than an Ineligible Overseas Shareholder.

  • Promptly after the last sale of Programmed Shares in accordance with clause 4.8(b), Programmed will pay to each Ineligible Overseas Shareholder the proportion of the net proceeds of sale received by Programmed pursuant to clause 4.8(b)(ii) to which that Ineligible Overseas Shareholder is entitled.

  • Ineligible Overseas Shareholder means a Scheme Shareholder whose address shown in the SKILLED Share Register on the Record Date is a place outside Australia and its external territories and New Zealand, unless Programmed determines that it is lawful and not unduly onerous or impracticable to issue that Scheme Shareholder with New Programmed Shares when the Scheme becomes Effective.

  • Eligible Scheme Shareholder means a Scheme Shareholder that is not an Ineligible Overseas Shareholder.

  • Programmed will ensure that Programmed Shares to which an Ineligible Overseas Shareholder would otherwise have been entitled (if they were an Eligible Scheme Shareholder) will be issued to a nominee appointed by Programmed.

  • The sale of the New Programmed Shares under this clause 4.7 will be at the risk of the Ineligible Overseas Shareholder.

  • The sale of the New Programmed Shares under this clause 5.4 will be at the risk of the Ineligible Overseas Shareholder.

  • Unmarketable Parcel Shareholder means a Scheme Shareholder (other than an Ineligible Overseas Shareholder) who, based on their holding of Scheme Shares on the Scheme Record Date, would, on Implementation, be entitled to receive less than a marketable parcel (as that term is defined in the ASX Listing Rules) of Consideration Shares (assessed by reference to the price of Northern Star Shares on ASX at the close of trade on the trading day prior to the Scheme Record Date).

  • Promptly after the last sale of Programmed Shares in accordance with clause 5.4(b), Programmed will pay to each Ineligible Overseas Shareholder the proportion of the net proceeds of sale received by Programmed pursuant to clause 5.4(b)(ii) to which that Ineligible Overseas Shareholder is entitled.

  • Contracts with all third parties that handle personal information are compliant with ICO guidance No A review of all contracts has been undertaken to ensure that they comply with the requirements set out in Article 28 of the GDPR.


More Definitions of Ineligible Overseas Shareholder

Ineligible Overseas Shareholder means a Scheme Shareholder whose address as shown in the CBH Share Register at the Record Date is in a jurisdiction other than Australia or its external territories, except where in the case of the issue of PEM Shares and PEM Options, PEM is reasonably satisfied that such issue to that Scheme Shareholder is not prohibited, not unduly onerous and not unduly impracticable in that jurisdiction. For the avoidance of doubt, Toho is not an Ineligible Overseas Shareholder as PEM is reasonably satisfied that such issue of PEM Shares and PEM Options to that Scheme Shareholder is not prohibited, not unduly onerous and not unduly impracticable in Japan. Merger Implementation Deed means the Merger Implementation Deed dated 26 March 2008 between PEM, CBH and Richview. Note Scheme means the scheme of arrangement under Part 5.1 of the Act between CBH and Scheme Noteholders. Note Scheme Order means the order of the Court made for the purposes of section 411(4)(b) of the Corporations Act in relation to the Note Scheme. PEM means Perilya Limited (ACN 009 193 695).
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Ineligible Overseas Shareholder means a Palmarejo Shareholder whose address as shown in the Palmarejo register of shareholders at the Implementation Date is in a jurisdiction other than Canada or the United States, except where Coeur and Palmarejo are reasonably satisfied that the issue of Coeur Shares to the Palmarejo Shareholder is not prohibited, not unduly onerous and not unduly impracticable in that jurisdiction
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Ineligible Overseas Shareholder means a Scheme Shareholder whose address shown in the Register is a place outside Australia or New Zealand and their respective external territories. Insolvency Event means, in respect of a person:
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Ineligible Overseas Shareholder means a Scarborough Participant whose address as shown in Scarborough’s register of members as at the Record Date is in a place other than Australia or its external territories or New Zealand, unless Scarborough and Bentley each agree in writing;‌‌‌‌‌‌
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Ineligible Overseas Shareholder means an Allkem Shareholder whose Registered Address at the Scheme Record Date is a place outside of Australia and Argentina, British Virgin Islands, Canada, China, Hong Kong, Japan, Malaysia, New Zealand, Singapore, the United Kingdom and the United States (unless otherwise agreed by Allkem, Livent and Arcadium Lithium in writing, each acting reasonably) or any other jurisdictions agreed by Allkem, Livent and New Topco in writing as lawful and not unduly impracticable or onerous for Arcadium Lithium to issue such Allkem Shareholder Arcadium Lithium Shares or CDIs upon Scheme Implementation in accordance with the terms of this Agreement (each acting reasonably). Ineligible Shares has the meaning given in clause 4.4(c). Ineligible Share Transfer means a duly completed and executed proper instrument of transfer in respect of the Ineligible Shares for the purposes of section 1071B of the Corporations Act, in favour of the Sale Nominee, being a master transfer of all of the Ineligible Shares. Net Proceeds means the total proceeds of sale of all of the Ineligible Consideration CDIs after the deduction of any applicable fees, brokerage, taxes and charges of the Sale Nominee reasonably incurred in connection with the sale of the Ineligible Consideration CDIs. NYSE means the New York Stock Exchange. Registered Address means, in relation to an Allkem Shareholder, the address of the shareholder shown in the Allkem Share Register. Sale Nominee means: (a) the nominee appointed by Allkem in accordance with clause 4.4 of this Scheme to sell the Ineligible Consideration CDIs under the terms of this Scheme (or any person holding legal title to the Ineligible Shares or the Ineligible Consideration CDIs (as applicable) for the benefit of, and as agent for, that person); or (b) if the Terms of Appointment with the Sale Nominee contemplated by paragraph (a) immediately above are terminated after Implementation, any alternate nominee appointed by Xxxxxx on the terms contemplated by clause 4.4 to sell the Ineligible Consideration CDIs under the terms of this Scheme (or any person holding legal title to the Ineligible Shares or the Ineligible Consideration CDIs (as applicable) for the benefit of, and as agent for, that person), as applicable. Scheme means this scheme of arrangement under Part 5.1 of the Corporations Act between Allkem, the Eligible Shareholders and the Ineligible Overseas Shareholders, subject to any
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Related to Ineligible Overseas Shareholder

  • Overseas Shareholders holders of Scheme Shares who are resident in, ordinarily resident in, or citizens of, jurisdictions outside the United Kingdom;

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

  • Controlling Shareholder means any shareholder owning more than fifty

  • body in which the relevant person has a beneficial interest means a firm in which the relevant person is a partner or a body corporate of which the relevant person is a director, or in the securities of which the relevant person has a beneficial interest;

  • 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.

  • Company Shareholder means any holder of any Company Shares.

  • 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.

  • Eligible Shareholder means an existing or new investor of the Company that is eligible at the ACD’s discretion to invest in the Class X Shares upon entering into an agreement with the ACD and fulfilling the eligibility conditions set by the ACD from time to time.

  • United States shareholder means, with respect to any foreign corporation, a United States person who owns, or is considered as owning, 10 percent or more of the total combined voting power of all classes of stock entitled to vote of such foreign corporation.

  • Ordinary Shareholder means a holder of ordinary shares;

  • Management Shares means a management share in the capital of the ICAV which shall have the right to receive an amount not to exceed the consideration period for such Management Share.

  • Interested Shareholder means any person (other than the Corporation or any Subsidiary) who or which:

  • Significant Stockholder means Allied Irish Banks, p.l.c., a limited liability company incorporated under the laws of Ireland having its registered office at Bankcentre, Ballsbridge, Dublin 4, Ireland, and any successor thereto.

  • 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;

  • Exempt Irish Investor for the present purposes means:

  • 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;

  • 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.

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

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • qualifying holding means a direct or indirect holding in an undertaking which represents 10 % or more of the capital or of the voting rights or which makes it possible to exercise a significant influence over the management of that undertaking;

  • 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).

  • Shareholder-Employee means a Participant who owns more than five percent (5%) of the Employer's outstanding capital stock during any year in which the Employer elected to be taxed as a Small Business Corporation under the applicable Code Section.

  • Principal Shareholder means any corporation, Person or other entity which is the beneficial owner, directly or indirectly, of five percent (5%) or more of the outstanding Shares of any class or series and shall include any affiliate or associate, as such terms are defined in clause (ii) below, of a Principal Shareholder. For the purposes of this Section, in addition to the Shares which a corporation, Person or other entity beneficially owns directly, (a) any corporation, Person or other entity shall be deemed to be the beneficial owner of any Shares (i) which it has the right to acquire pursuant to any agreement or upon exercise of conversion rights or warrants, or otherwise (but excluding share options granted by the Trust) or (ii) which are beneficially owned, directly or indirectly (including Shares deemed owned through application of clause (i) above), by any other corporation, Person or entity with which its "affiliate" or "associate" (as defined below) has any agreement, arrangement or understanding for the purpose of acquiring, holding, voting or disposing of Shares, or which is its "affiliate" or "associate" as those terms are defined in Rule 12b-2 of the General Rules and Regulations under the Securities Exchange Act of 1934, and (b) the outstanding Shares shall include Shares deemed owned through application of clauses (i) and (ii) above but shall not include any other Shares which may be issuable pursuant to any agreement, or upon exercise of conversion rights or warrants, or otherwise.

  • Controlling shareholding means not less than 51% of the voting rights or paid up share capital in the Company/Consortium.

  • Class A Shareholder means a holder of Class A Shares;

  • Shareholder Loan means any shareholder loan to the Borrower that: