Minority Shareholder Approval definition

Minority Shareholder Approval means the approval of holders of a majority of the outstanding Common Shares that are not held by Parent or its Affiliates.
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Minority Shareholder Approval means an affirmative vote of the holders of issued and outstanding Class A Common Shares and Class B Common Shares, in each case not beneficially owned by the Family Shareholders or by any director or executive officer of the Company or any of its Subsidiaries, voting together as a single class, representing at least a majority of all the votes entitled to be cast thereupon by holders of Class A Common Shares and Class B Common Shares, in each case not beneficially owned by the Family Shareholders or by any director or executive officer of the Company or any of its Subsidiaries; provided, however, that for purposes of the Minority Shareholder Approval, each Class B Common Share shall be entitled to one vote.
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Minority Shareholder Approval means the approval of holders of a majority of the outstanding Company Common Shares that are not held by Parent or its Affiliates.
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Examples of Minority Shareholder Approval in a sentence

  • The execution and delivery of this Agreement and the consummation of the Transactions have been duly and validly authorized by the Company Board, acting upon the unanimous recommendation of the Special Committee, and, except for the Company Shareholder Approval and the Minority Shareholder Approval, no other corporate proceedings on the part of the Company are necessary to authorize the consummation of the Transactions.

  • The Company represents and warrants to Parent and Merger Sub as follows: The Company has the requisite corporate power and authority to enter into this Amendment and, subject to receipt of the Company Shareholder Approval and the Minority Shareholder Approval, to consummate the Transactions.

  • It shall be the duty of PAC NYC, not the Employee, to submit proposed changes to AGMA for its written approval.

  • If, on any date for which the Company Shareholders Meeting is scheduled, the Company has not received proxies representing a sufficient number of Common Shares to obtain the Minority Shareholder Approval, the Company will, at Parent’s request, postpone or adjourn the Company Shareholders Meeting on one or more occasions for up to 30 days in the aggregate to allow for the solicitation of additional proxies to obtain the Minority Shareholder Approval.

  • This Agreement shall have been duly adopted by holders of Company Common Shares constituting the Minority Shareholder Approval and by holders of Company Common Shares constituting the Company Shareholder Approval entitled to vote on such matter at a shareholders’ meeting duly called for and held for such purpose in accordance with applicable Law and the Company Organizational Documents.

  • The Company will, through the Special Committee, recommend to its shareholders that they give the Company Shareholder Approval and the Minority Shareholder Approval (the “Company Recommendation”) and will include such recommendation in the Proxy Statement and the Schedule 13E-3, in each case, unless the Special Committee has validly made an Adverse Recommendation Change as permitted by Section 5.03(d) that is still in effect.

  • If this ADS Letter of Transmittal is signed by the registered holder(s) of the ADSs tendered hereby, the signature(s) must correspond with the name(s) as written on the face of the ADRs evidencing the ADSs without alteration, enlargement or any change whatsoever.

  • The Company will use its reasonable best efforts to (i) promptly cause the Proxy Statement to be mailed to the Company’s shareholders as of the record date established for the Company Shareholders Meeting; and (ii) except if an Adverse Recommendation Change has been made as permitted by Section 5.03(d) and remains in effect, solicit the Company Shareholder Approval and the Minority Shareholder Approval, including by retaining the services of a recognized proxy solicitor reasonably acceptable to Parent.

  • As SOK, Skyline and IOI may each be considered a “related pwere considered a “related party transa-1c01t) ianod,nac”cord(inaglys, required (among other things) Majority of the Minority Shareholder Approval at the Meeting.

  • Minority Shareholder Approval On November 14, 2017, the TSXV granted conditional acceptance of the Private Placement, subject to the Company obtaining the requisite shareholder approval with respect to the creation of new “Control Persons” resulting from the proposed participation of the Participating Directors in the Private Placement.


More Definitions of Minority Shareholder Approval

Minority Shareholder Approval means the approval of holders of the Requisite Minority Shares, which approval may be granted by Notification to the Company, by way of affirmative Shareholder vote or by execution of written shareholder resolution; “Non-Purchasing Shareholder” has the meaning given in Section 10.4(a); “Non-Compete Duration” means, in relation to the Founder, the period commencing on the date of this Agreement and ending on the date that is eighteen (18) months after the later of: (a) the date the Founder ceases to hold at least two percent (2%) of the Outstanding Shares; and (b) the date that the Founder ceases to be an employee or a director of any Fit Group Company; “Notices” has the meaning given in Section 16.6(a); “Notify” or “Notification” means the providing of a notice in writing, including by facsimile or electronic means in accordance with Section 16.6; “Offered Securities” has the meaning given in Section 10.1; 7
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Minority Shareholder Approval means approval of the Transaction Resolution by a simple majority of the votes attached to the Common Shares cast on the Transaction Resolution by holders of Common Shares present at the Company Meeting in person or by proxy, excluding the Common Shares beneficially owned or controlled, directly or indirectly, by SNDL or its affiliates, as required by Part 8 of MI 61-101.
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Minority Shareholder Approval means, with respect to any Affiliate Transaction, the affirmative approval by Shareholders who Beneficially Own shares of Voting Stock that represent more than fifty percent (50%) of the aggregate voting power of all then-outstanding shares of Voting Stock, excluding from such calculation all shares held by the Significant Shareholder to which such Affiliated Transaction relates and all shares held by such Significant Shareholder’s Related Parties.4
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Minority Shareholder Approval means the approval of the Arrangement Resolution by at least two-thirds of the votes cast on the Arrangement Resolution by the Minority Shareholders present in person of represented by proxy at the Meeting.
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Related to Minority Shareholder Approval

  • Company Shareholder Approval has the meaning set forth in Section 4.03(d).

  • Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Parent Stockholder Approval means the approval of the Parent Common Stock Issuance by the affirmative vote of a majority of the votes cast at the Parent Stockholders Meeting in accordance with the rules and regulations of the NYSE and the Organizational Documents of Parent.

  • Requisite Shareholder Approval means the affirmative vote of a majority of the outstanding shares of the Company’s Voting Stock (voting together as a single class) and the affirmative vote of a majority of the outstanding shares of Common Stock (voting separately as a single class), in each case approving the amendment of the Company’s amended and restated articles of incorporation to increase the number of authorized shares of Common Stock to 150,000,000 shares.

  • Requisite Stockholder Approval has the meaning set forth in Section 3.2.

  • Shareholder Approval Date means the date on which this Plan is approved shareholders of the Company eligible to vote in the election of directors, by a vote sufficient to meet the requirements of Code Sections 162(m) (if applicable) and 422, Rule 16b-3 under the Exchange Act (if applicable), applicable requirements under the rules of any stock exchange or automated quotation system on which the Shares may be listed on quoted, and other laws, regulations and obligations of the Company applicable to the Plan.

  • Stockholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the stockholders of the Company with respect to issuance of all of the Warrants and the Warrant Shares upon the exercise thereof.

  • Stockholder Approval Date means the date on which Stockholder Approval is received and deemed effective under Delaware law.

  • Disinterested Shareholder Approval means approval by a majority of the votes cast by all the Company’s shareholders at a duly constituted shareholders’ meeting, excluding votes attached to Common Shares beneficially owned by Insiders who are Service Providers or their Associates;

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • Shareholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the shareholders of the Company with respect to the transactions contemplated by the Transaction Documents, including the issuance of all of the Underlying Shares in excess of 19.99% of the issued and outstanding Common Stock on the Closing Date.

  • Required Company Stockholder Vote shall have the meaning set forth in Section 2.5.

  • Company Shareholder Meeting means a duly convened meeting of the Company’s shareholders called to obtain the Company Shareholder Approval, or any valid adjournment or postponement thereof made in accordance with this Agreement.

  • Authorized Share Approval means approval of the Amendment by the shareholders of the Company.

  • Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).

  • Company Shareholders means holders of Company Shares.

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Company Share Plans means, collectively, (i) the 2018 Share Incentive Plan of the Company, which replaced the Company’s 2010 Share Incentive Plan in its entirety, and (ii) the Post-IPO Share Incentive Plan of the Company.

  • Parent Stockholders Meeting has the meaning set forth in Section 6.2(b).

  • Company Stockholder Meeting means the meeting of the holders of shares of Company Common Stock for the purpose of seeking the Company Stockholder Approval, including any postponement or adjournment thereof.

  • Parent Shares means the shares of common stock, par value $1.00 per share, of Parent.

  • Pre-approval means written notification via a pre-approval letter to Customer that Ameren Illinois has reviewed Customer's Application and determined that the project meets the program eligibility requirements for a maximum pre-approved incentive amount if the project is completed by the estimated completion date and all final application paperwork is submitted and approved.

  • Per Share Merger Consideration has the meaning set forth in Section 3.1(a).