Newco Amalgamation Resolution definition

Newco Amalgamation Resolution means the special resolution of Newco, to be signed by Nuran in its capacity as the sole Holder of the Newco Common Shares, approving the Amalgamation, to be substantially in the form and content of Schedule A hereto;
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Newco Amalgamation Resolution means the special resolution of the sole shareholder of Newco, to be signed by BetterLife in its capacity as the sole holder of the shares of Newco, approving the adoption of the Agreement to be in substantially the form and content of Schedule A hereto;
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Examples of Newco Amalgamation Resolution in a sentence

  • Other than the approval of the Newco Amalgamation Resolution by BetterLife, no other corporate or shareholder proceedings on the part of BetterLife are necessary to authorize such Transaction Documents or to consummate the Amalgamation.

  • The MAHB Group also continues to implement initiatives to develop and train its human capital to ensure that it has the capabilities to deliver the highest service standards.

  • BC0981624 covenants in favour of NHS and Newco that BC0981624 shall in its capacity as the sole shareholder of Newco sign the Newco Amalgamation Resolution as soon as reasonably practicable and, in any event, no later than July 31, 2014, or such other date as may be agreed to by NHS and BC0981624.

  • This Agreement may not be amended except by mutual written agreement of the parties hereto, provided that after approval of the Exro Amalgamation Resolution by the Holders of Exro Shares and approval of the Newco Amalgamation Resolution by BioDE, no amendment may be made that by applicable Law requires further approval or authorization by the Holders of Exro Shares, BioDE or the Holder of BioDE Shares (as applicable) without such further approval or authorization.

  • Per: /s/ Robert Metcalfe Authorized Signatory SCHEDULE A Form of Newco Amalgamation Resolution 12167573 CANADA LTD.(the “Corporatiion”) A Canadian Corporation Written Resolution of the Sole Shareholderpursuant to the Canada Business Corporations Act and Articles of Incorporation of the Corporation AMALGAMATION OF THE COMPANY WITH AND INTO ALTUM PHARMACEUTICALS INC.

  • Subject to the rights of termination contained in hereof, subject only to IC2E Shareholders approving the IC2E Amalgamation Resolution, III approving the Newco Amalgamation Resolution, and such other conditions as set forth herein, IC2E and Newco shall jointly file with the Registrar the Articles of Amalgamation and such other documents as are required to be filed under the ABCA for acceptance by the Registrar to give effect to the Amalgamation, pursuant to provisions of the ABCA.

  • The BS2000/OSD MIBs are provided for the “Object View”.Enterprise ManagementTo improve the monitoring of BS2000/OSD systems at the event console, SMBS2 con- tains message formats for all traps of the BS2000/OSD-SNMP master agent and its subagents.

Related to Newco Amalgamation Resolution

  • Certificate of Amalgamation means the certificate of amalgamation to be issued by the Director in respect of the Amalgamation;

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

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

  • Amalgamation Agreement means the Amalgamation Agreement dated as of June 26, 2020 among Cybin, Clarmin and Subco relating to the Amalgamation, as amended on October 21, 2020, a copy of which is available under the Company’s profile on the SEDAR website at www.sedar.com.

  • Articles of Amalgamation means the articles of amalgamation giving effect to the Amalgamation required under the OBCA to be filed with the Director;

  • Amalgamation means the amalgamation of the Amalgamating Corporations as contemplated in this Agreement;

  • 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.

  • Amalgamation Application means the amalgamation application that will be filed with the Registrar under subsection 275(1)(a) of the BCBCA in order to give effect to the Amalgamation, substantially in the form attached hereto as Schedule C;

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

  • 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.

  • 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.

  • Demerger means a demerger pursuant to Chapter 17 of the Finnish Companies Act (624/2006 as amended from time to time).

  • 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;

  • 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.

  • Amalgamating Corporations means both of them;

  • Guarantor’s Board Resolution means a copy of one or more resolutions, certified by the Secretary or an Assistant Secretary of the Guarantor to have been duly adopted by the Guarantor's Board of Directors and to be in full force and effect on the date of such certification, delivered to the Trustee.

  • Resolution Time means 1:00 p.m., New York time, on the Local Business Day following the date on which the notice is given that gives rise to a dispute under Paragraph 5.

  • Consolidation means the consolidation of the accounts of each of the Restricted Subsidiaries with those of the Company in accordance with GAAP; provided that “Consolidation” will not include consolidation of the accounts of any Unrestricted Subsidiary, but the interest of the Company or any Restricted Subsidiary in any Unrestricted Subsidiary will be accounted for as an investment. The term “Consolidated” has a correlative meaning.

  • Certificate of Arrangement means the certificate of arrangement to be issued by the Director pursuant to subsection 192(7) of the CBCA in respect of the Articles of Arrangement;

  • Resolution of Shareholders means either:

  • Reorganization Plan means a plan of reorganization in any of the Cases.

  • 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.

  • Memorandum and Articles of Association means the Memorandum and Articles of Association of the Company, as amended and restated from time to time.

  • Scheme of Arrangement means a scheme of arrangement, share for share exchange or analogous procedure.

  • Plan of Arrangement means the plan of arrangement, substantially in the form set out in Schedule A, subject to any amendments or variations to such plan made in accordance with this Agreement and the Plan of Arrangement or made at the direction of the Court in the Final Order with the prior written consent of the Company and the Purchaser, each acting reasonably.

  • Articles of Association means the articles of association of the Company, as amended from time to time.