Nonvoting Shares definition
Examples of Nonvoting Shares in a sentence
The Stockholder owns no Shares or Nonvoting Shares other than the Subject Shares.
Notwithstanding the previous sentence, the Stockholder agrees not to convert any of the Nonvoting Shares into Shares without the prior written consent of Parent.
Notwithstanding the foregoing, if Purchaser, or any other direct or indirect subsidiary of Parent, shall acquire at least 90 percent of the outstanding Shares and at least 90 percent of the outstanding Nonvoting Shares, then the parties hereto agree to take all necessary and appropriate action to cause the Merger to become effective as soon as practicable after expiration of the Offer without a meeting of shareholders of the Company, in accordance with Section 253 of the Delaware Law.
Parent and Purchaser shall be entitled to deduct and withhold, or cause the Paying Agent to deduct and withhold, from the Merger Consideration payable to a holder of Shares or Nonvoting Shares pursuant to the Merger any withholding and stock transfer Taxes and such amounts as are required under the Internal Revenue Code of 1986, as amended (the "Code"), or any applicable provision of state, local or foreign Tax law.
From and after the Effective Time, the holders of Shares and Nonvoting Shares outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Shares and Nonvoting Shares except as otherwise provided herein or by applicable law.
The affirmative vote of the holders of Nonvoting Shares is not required for the approval and adoption of this Agreement.
To the extent that amounts are so withheld by Parent or Purchaser, such withheld amounts shall be treated for all purposes of this Agreement as having been paid to the holder of the Shares or Nonvoting Shares in respect of which such deduction and withholding was made by Parent or Purchaser and Parent shall provide, or cause the Paying Agent to provide, to the holders of such Shares and Nonvoting Shares written notice of the amounts so deducted or withheld.
As of August 24, 1999, 174,589,951 Ordinary Shares and 24,210,073 Ordinary Nonvoting Shares were issued and outstanding, all of which were duly and validly issued, fully paid and nonassessable, and no Preferred Shares were outstanding.
No. of Nonvoting Shares: 295,455 Shares Warrant No. ____ WARRANT To purchase Nonvoting Common Stock of KEVCO, INC.
The authorized capital stock of Parent consists of (i) 500,000,000 Ordinary Shares, pound sterling 0.01 par value, (ii) 50,000,000 Ordinary Nonvoting Shares, pound sterling 0.01 par value, and (iii) 25,000,000 Preferred Shares, pound sterling 0.01 par value.