Merger Resolution definition

Merger Resolution means the resolution of the IPC US Shareholders approving the Merger and considered at the IPC US Meeting and any amendments or variations thereto made in accordance with the provisions of the IPC Arrangement Agreement made at the direction of the Court in the Interim Order, at the IPC US Meeting or otherwise.

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Merger Resolution means the special resolution approving the Merger to be considered and, if thought fit, passed by Company Common Stockholders and Company Preferred Stockholders (voting as one class) and the Company Preferred Stockholders (voting as a separate class) in accordance with the NRS 92A.120 and the Company’s Charter Documents, such resolution to be considered at the Company Meeting and to be substantially in the form and content of Schedule B-1 hereto;

Merger Resolution has the meaning given to it in clause 5.2.5;

Examples of Merger Resolution in a sentence

However, if the Articles Amendment Resolution is not adopted at the CB&I Special General Meeting and there is a person that alone or together with a group (beneficially) holds more than fifteen percent (15%) of the issued and outstanding share capital of CB&I, the affirmative vote of at least eighty percent (80%) of the shares of CB&I Common Stock outstanding is required to approve the Merger Resolution.
Mainland covenants in favor of American Exploration that Mainland shall convene and hold the Mainland Meeting for the purpose of considering the Mainland Merger Resolution (and for any other proper purpose as may be set out in the notice for such meeting).
As of the date hereof, the IPC US Board, after consultation with its financial and legal advisors, has determined that the Merger is fair to the IPC US Shareholders and is in the best interests of IPC US and has resolved to recommend to the IPC US Shareholders that they vote their IPC US Shares in favour of the IPC US Merger Resolution.
In such case, failures to vote by CB&I shareholders, whether or not they attend the CB&I Special General Meeting in person or by proxy, abstentions and broker non-votes will have the same effect as votes “AGAINST” the adoption of the Merger Resolution.
The Combination cannot be completed unless the CB&I shareholders approve the Merger Resolution, the Sale Resolutions (to the extent required by applicable law), the Liquidation Resolutions and the Discharge Resolutions.

More Definitions of Merger Resolution

Merger Resolution means the ordinary resolution, the full text of which is set forth in Appendix A to this Information Circular, of the Baytex Shareholders approving by the affirmative vote cast of a majority of the Baytex Shares entitled to vote thereon and present in person or represented by proxy at the Meeting in accordance with applicable securities Laws, the rules and regulations of the NYSE and the TSX, as applicable, the ABCA and the Organizational Documents of Baytex approving the issuance of up to an aggregate of 323,323,741 Baytex Shares, consisting of: (i) up to 311,213,987 Baytex Shares to Ranger Shareholders pursuant to the Merger Agreement; (ii) up to 11,609,754 Baytex Shares issuable in connection with the conversion of the Ranger Convertible Awards into Converted Baytex TRSU Awards pursuant to the Merger Agreement; and (iii) an additional 500,000 Baytex Shares to account for clerical and administrative matters in accordance with policies of the TSX, including the rounding of fractional Baytex Shares to ensure that there are a sufficient amount of Baytex Shares to effect the Merger.

Merger Resolution means the ordinary resolution to be considered and, if thought fit, passed by the shareholders of Parent at the Parent Meeting to approve the issuance by Parent of the Merger Consideration pursuant to the Merger.

Merger Resolution means, in respect of the Penn West Meeting, a special resolution in respect of the Arrangement to be considered at the Penn West Meeting, and in respect of the Petrofund Meeting, a special resolution in respect of the Arrangement to be considered at the Petrofund Meeting, as the case may be, which special resolution shall, in the case of the Penn West Meeting, include the election of the Petrofund Nominees to the board of directors of PWPL;

Merger Resolution means the ordinary resolution approving the Merger in the form attached as Schedule “A” to this Management Information Circular which, to be effective, must be approved by the affirmative vote of not less than 50% of the votes cast thereon by the Shareholders voting together as a single class.

Merger Resolution means, in respect of the Harvest Meeting, the special resolutions in respect of the Arrangement to be considered at the Harvest Meeting, and in respect of the Viking Meeting, the special resolutions in respect of the Arrangement to be considered at the Viking Meeting, as the case may be;

Merger Resolution means the special resolution of Company Shareholders approving the Merger to be considered at the Meeting;

Merger Resolution means the shareholders’ resolution approving the Merger, as set out in Appendix A to this Circular;