Redomicile Proposal definition

Redomicile Proposal has the meaning specified in Section 8.02(c).
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Examples of Redomicile Proposal in a sentence

  • Any transfers of Splitit Shares (or Splitit Cayman Shares) will be subject to the terms of the Splitit Articles of Association (and, if the Redomicile Proposal is implemented, the Splitit Cayman Articles of Association).

  • The arrangements agreed between Sylvania Resources and Sylvania Platinum in relation to the Redomicile Proposal in the Implementation Agreement include those set out below.

  • However, following the implementation of the Redomicile Proposal, any changes to senior management will remain subject to the ongoing review and analysis of Splitit Cayman.

  • Immediately after implementation of the Redomicile Proposal, the only asset that Sylvania Platinum will hold will be the Sylvania Resources Shares.

  • The Directors have been advised that implementation of the Redomicile Proposal will not, of itself, result in Newco or the Newco Group incurring a greater liability for tax than would have been incurred by the Group had the Redomicile Proposal not been implemented, other than in respect of the annual government fee payable to the Bermuda government by Newco.

  • Following the implementation of the Redomicile Proposal, the composition of the board of Splitit Cayman will remain subject to the continued review and analysis by Motive and Splitit Cayman.

  • Having taken into account (i) the background to the Redomicile Proposal; and (ii) the detailed reasons for the implementation and the effects of the Redomicile Proposal as set out in the Explanatory Statement, the Directors consider that the Redomicile Proposal is in the interests of the Company and the Shareholders as a whole.

  • If the Implementation Agreement is terminated, the Redomicile Proposal will not proceed.

  • Splitit’s current articles of association will be completely replaced by amended and restated articles of association as part of the implementation of the Placement Proposal and to be in effect until the implementation of the Redomicile Proposal.

  • Splitit directors currently hold shares and other securities in Splitit and, if the Redomicile Proposal becomes Effective, Proposed Splitit Directors will hold interests in Splitit Cayman Shares and other securities.

Related to Redomicile Proposal

  • Alternative Proposal has the meaning set forth in Section 6.2(b).

  • Proposal means the Technical Proposal and the Financial Proposal of the Consultant.

  • Acquisition Proposal has the meaning set forth in Section 5.03(a).

  • Transaction Proposal has the meaning specified in Section 8.02(c).

  • Takeover Proposal means any offer or proposal for, or any indication of interest in, a merger or other business combination involving Target or the acquisition of any significant equity interest in, or a significant portion of the assets of, Target, other than the transactions contemplated by this Agreement.

  • Bid Proposal or “Proposal” means the bidder’s proposal submitted in response to the RFP.

  • Company Acquisition Proposal means any proposal for a merger or other business combination involving the Company or the acquisition of any equity interest in, or a substantial portion of the assets of, the Company, other than the transactions contemplated by this Agreement.

  • Competing Proposal shall have the meaning set forth in Section 6.6(f)(i).

  • Superior Proposal has the meaning set forth in Section 5.09(a).

  • Superior Acquisition Proposal means a bona fide Acquisition Proposal made by a third party for one or more of the McNeil Partnerships which the general partner of each such McNeil Partnership determines in good faith to be more favorable to the limited partners of such McNeil Partnership from a financial point of view than the Mergers and the other transactions contemplated by this Agreement with respect to such McNeil Partnership, and which such general partner determines in good faith is reasonably likely to be consummated.

  • Parent Superior Proposal shall have the meaning set forth in Section 7.4(g).

  • Alternative Transaction Proposal means any proposal, offer, inquiry or contact with respect to an Alternative Transaction.

  • Transaction Proposals has the meaning set forth in Section 5.8.

  • Parent Acquisition Proposal means any offer or proposal for a merger, reorganization, recapitalization, consolidation, share exchange, business combination or other similar transaction involving Parent or any of its Subsidiaries or any proposal or offer to acquire, directly or indirectly, securities representing more than 20% of the voting power of Parent or more than 20% of the assets of Parent and its Subsidiaries taken as a whole, other than the Combination contemplated by this Agreement.

  • Superior Proposal Notice has the meaning specified in Section 5.4(1)(c).

  • Business Combination Proposal has the meaning set forth in Section 5.8.

  • Company Superior Proposal shall have the meaning set forth in Section 7.4(b).

  • Responsive Proposal means a Proposal that complies with the material provisions of this RFP.

  • Company Takeover Proposal means (i) any proposal or offer for a merger, consolidation, dissolution, recapitalization or other business combination involving the Company, (ii) any proposal for the issuance by the Company of over 30% of its equity securities as consideration for the assets or securities of another person or (iii) any proposal or offer to acquire in any manner, directly or indirectly, over 30% of the equity securities or consolidated total assets of the Company, in each case other than the Merger.

  • Proposed Charter means the proposed second amended and restated certificate of incorporation of Hennessy Capital, which will become the Company’s certificate of incorporation upon the approval of the Charter Proposals and the Business Combination Proposal and the consummation of the Business Combination. A copy of the proposed charter is attached hereto as Annex C .

  • Project Proposal has the meaning set forth in Section 2.2(b).

  • Superior Company Proposal has the meaning set forth in Section 6.02(e).

  • approved proposal means a proposal approved or deemed to be approved under this Agreement;

  • Proposed Change has the meaning assigned to such term in Section 9.02(c).

  • Notice of Superior Proposal has the meaning set forth in Section 5.09(e).

  • Acquisition Transaction means any transaction or series of transactions involving: