Parent Required Vote definition

Parent Required Vote has the meaning specified in Section 3.23.
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Parent Required Vote has the meaning set forth in Section 5.3.
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Parent Required Vote has the meaning set forth in Section 3.4. Parent SEC Document. "Parent SEC Document" shall have the meaning specified in Section 3.2.
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Examples of Parent Required Vote in a sentence

  • The Parent Stock Issuance shall have been approved by the Parent Required Vote.

  • Other than the Parent Required Vote, no other corporate proceedings on the part of the Parent or Merger Sub are necessary to authorize the execution, delivery, and performance hereof by the Parent and Merger Sub and the consummation of the Merger and the Transactions.

  • Depending on the material composition in Table 1, it is estimated as tool steel, DIN 17210 which has 60 WCrV 7.[5, 6] According to this standard, Si and Cr must be between 0.55-0.7% and 0.9-1.2% respectively but it is found that Si is 0.202% and Cr is 0.585% in weight.

  • The affirmative vote of the holders of shares representing a majority of the shares of Parent Common Stock entitled to vote on the approval and adoption of this Agreement and the Merger (the "Parent Required Vote") is the only vote or approval of the holders of any class or series of capital stock of the Parent necessary to adopt this Agreement and to approve the transactions contemplated hereby.

  • The Company shall have obtained the Company Required Vote, and Parent shall have obtained the Parent Required Vote.

  • The affirmative vote of a majority of votes cast on a proposal in a proxy bearing on the Share Issuance, in which the total vote cast on the Share Issuance represents over fifty percent (50%) in interest of all securities entitled to vote on the proposal, is required to approve the Share Issuance (the required shareholder votes referred to in this sentence and two preceding sentences are collectively referred to herein as the "Parent Required Vote").

  • Except for the Parent Required Vote, no corporate or other proceedings on the part of either Parent or Merger Sub are necessary to authorize the execution, delivery and performance of this Agreement by either of Parent or Merger Sub and the consummation of the transactions contemplated hereby.

  • Parent and Merger Sub have the requisite corporate or limited liability company power and authority to execute and deliver this Agreement and to consummate the transactions contemplated hereby, subject, with respect to the consummation of the Merger, to the receipt of the Parent Required Vote.

  • The Company shall have obtained the Company Required Vote, and Parent shall have obtained the Parent Required Vote, in each case in accordance with applicable Law.

  • Parent and Merger Sub have full corporate power and corporate authority to execute and deliver this Agreement and, subject to receipt of the Parent Required Vote (as hereinafter defined) (to the extent such Parent Required Vote is required by applicable law), to consummate the transactions contemplated hereby.


More Definitions of Parent Required Vote

Parent Required Vote means the affirmative vote of the holders of a majority of the outstanding shares of Parent Common Stock.
Sample 1
Parent Required Vote shall have the meaning set forth in Section 3.10. PARENT SEC DOCUMENTS. "Parent SEC Documents" shall have the meaning set forth in Section 3.3. PARENT STOCKHOLDERS' MEETING. "Parent Stockholders' Meeting" shall have the meaning set forth in Section 5.3(a). PARENT TRIGGERING EVENT. A "Parent Triggering Event" shall be deemed to have occurred if: (i) the Board of Directors of Parent shall have failed to recommend that Parent's stockholders vote in favor of, or shall for any reason have withdrawn or shall have amended or modified in a manner adverse to the Company its unanimous recommendation that Parent's stockholders vote in favor of the Merger or approval or adoption of this Agreement; (ii) Parent shall have failed to include in the Proxy Statement/ Prospectus the unanimous recommendation of Parent's Board of Directors that Parent's stockholders vote in favor of approval and adoption of this Agreement and the Merger; or (iii) Parent shall have failed to hold the Parent Stockholders' Meeting as promptly as practicable and in any event within 45 days after the definitive Proxy Statement/Prospectus was filed with the SEC. PAST FINANCIAL STATEMENTS. "Past Financial Statements" shall mean those financial statements of the Company (including footnotes thereto) set forth in Section 2.4(b). PENSION PLAN. "Pension Plan" shall have the meaning set forth in Section 2.10(b).
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Related to Parent Required Vote

  • Required Vote has the meaning ascribed thereto in Section 2.2(b);

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

  • transferred vote means a vote derived from a ballot document on which a second or subsequent preference is recorded for the candidate to whom that ballot document has been transferred, and

  • Consent Required Loan means a Loan that is capable of being assigned or novated with the consent of the Reference Entity or the guarantor, if any, of such Loan (or the consent of the relevant borrower if the Reference Entity is guaranteeing such Loan) or any agent;

  • Parent Recommendation has the meaning set forth in Section 5.2(b).

  • Requisite Company Vote has the meaning set forth in Section 3.03(a).

  • 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.

  • Required Shareholder Approval has the meaning in Section 2.20.

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

  • 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.

  • 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;

  • 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.

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

  • Qualified voter means a person who is entitled to vote pursuant to the Constitution of Virginia and

  • Distribution Effective Time has the meaning set forth in the Separation Agreement.

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

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

  • Parent Reports has the meaning set forth in Section 4.5(a).

  • Parent RSU means each restricted stock unit representing the right to vest in and be issued shares of Parent Common Stock by Parent, whether granted by Parent pursuant to a Parent Equity Plan, assumed by Parent in connection with any merger, acquisition or similar transaction or otherwise issued or granted and whether vested or unvested.

  • Company Board Recommendation has the meaning set forth in Section 3.03(d).

  • Merger Sub Board means the board of directors of Merger Sub.

  • Parent Board Recommendation has the meaning set forth in Section 5.12(a).

  • Required Consent has the meaning set forth in Section 4.4.

  • Supermajority Vote means the affirmative vote of at least two-thirds of all of the members of the Operating Committee or any Subcommittee, as applicable, authorized to cast a vote with respect to a matter presented for a vote (whether or not such a member is present at any meeting at which a vote is taken) by the Operating Committee or any Subcommittee, as applicable (excluding, for the avoidance of doubt, any member of the Operating Committee or any Subcommittee, as applicable, that is recused or subject to a vote to recuse from such matter pursuant to Section 4.3(d)); provided that if two-thirds of all of such members authorized to cast a vote is not a whole number then that number shall be rounded up to the nearest whole number.

  • Charter Amendment means the Certificate of Amendment to the Certificate of Incorporation, in the form attached hereto as Exhibit D.

  • Requisite Amount has the meaning specified in the Spread Account Agreement.