Examples of SCB Board in a sentence
Each CBC Equity Award that is assumed and converted into an award with respect to SCB Common Stock pursuant to this Section 3.07 (an “Assumed Award”) may be assumed and/or issued as a substitute award under the Southern California Bancorp 2019 Omnibus Equity Incentive Plan Incentive Plan (or another equity incentive plan of SCB), if so determined by the SCB Board, instead of remaining subject to the applicable CBC Equity Plan pursuant to which it was issued.
Prior to the Effective Time, the CBC Board and SCB Board, as applicable, shall adopt any necessary resolutions and take any actions necessary to effectuate the provisions of this Section 3.07.
Prior to the execution of this Agreement, the SCB Board has received an opinion (which, if initially rendered verbally, has been or will be confirmed by a written opinion, dated the same date) of MJC Partners, LLC to the effect that, as of the date of such opinion, and based upon and subject to the factors, assumptions, and limitations set forth therein, the Exchange Ratio in the Merger is fair from a financial point of view to SCB.
Moreover, Roman introduced the “Laws of Twelve Tables “around 450 BC highlighting the mechanism of procedure and trial of courts, debt, and rights of societal individuals over family, legal guardianship and inheritance; laws; acquisition of land with rights and possession; crime and tort, law of injury, public law and sacred law.
The execution and delivery of this Agreement and the consummation of the transactions contemplated hereby (including the Merger, the Bank Merger, and the SCB Bylaw Amendment) have been duly and validly approved by the SCB Board.
The SCB Board has (i) determined that the Merger, on the terms and conditions set forth in this Agreement, is in the best interests of SCB and its shareholders, (ii) resolved to recommend that SBC’s shareholders approve the principal terms of this Agreement and the SCB Bylaw Amendment, (iii) has directed that this Agreement and the transactions contemplated hereby be submitted to SCB’s shareholders for approval at a meeting of such shareholders, and (iv) has adopted resolutions to the foregoing effect.
Procedures and guidelines presented in this document were created by either the SCB Executive Office (EO), or the SCB Board of Governors (BOG).
SCB and BOSC shall have resolved to appoint Fxxxx Xx Xxxxxx, Xx. (or such other person as provided in Section 6.8 hereof) to serve on the SCB Board and the BOSC Board immediately following the Effective Time.
SCB shall include such individual on the list of nominees for director presented by the SCB and for which the SCB Board shall solicit proxies at the first annual meeting of shareholders of SCB following the Effective Time and shall cause such individual to be reelected to the BOSC Board at the first annual meeting of shareholders of BOSC following the Effective Time, provided that such nomination, solicitation and reelection would not violate the fiduciary duties of the SCB Board.
If the Share Scheme is implemented, RM2 intends to reconstitute the SCB Board and determine which, if any, current SCB directors will remain so that it comprises persons nominated by RM2.