Seller Shareholder Resolution definition

Seller Shareholder Resolution has the meaning given to it in Clause 4.1.8;

Examples of Seller Shareholder Resolution in a sentence

  • Subject to approval of the Seller Shareholder Resolution, the execution and delivery by Seller of this Agreement and any other 115439161.13 0074720-00001 Transaction Document to which Seller is a party, the performance by Seller of its obligations hereunder and thereunder, and the consummation by Seller of the transactions contemplated hereby and thereby have been duly authorized by all requisite corporate action on the part of Seller.

  • The Seller Shareholder Resolution is the only vote or consent of the holders of any class or series of Seller’s capital stock necessary to approve and adopt this Agreement and consummate the transactions contemplated hereby.

  • Both of these items are non-recurring and are included in our EPS estimates.

  • The closing of the transactions contemplated by this Agreement (the “Closing”) shall take place remotely by email exchange of documents and signatures (or their electronic counterparts) as may be appropriate within three (3) business days following approval of the Seller Shareholder Resolution (the date upon which the Closing takes place referred to herein as the “Closing Date”).

  • Seller has full corporate power and authority to enter into this Agreement and the other Transaction Documents to which Seller is a party, to carry out Seller’s obligations hereunder and thereunder, and, subject to approval of the Seller Shareholder Resolution, to consummate the transactions contemplated hereby and thereby.

Related to Seller Shareholder Resolution

  • Company Shareholders means holders of Company Shares.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Resolution of Shareholders means either:

  • Company Shareholders Meeting shall have the meaning set forth in Section 5.2(b).

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

  • 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.

  • Target Shareholders means the holders of Target Shares;

  • Controlling Shareholders means controlling shareholders of the Company, as such term is defined in the Ordinance.

  • Shareholder Rights Plan means the amended and restated shareholder rights plan agreement dated as of November 10, 2015 between Parent and American Stock Transfer and Trust Company, LLC, as rights agent, as amended and restated as of April 18, 2016, as further amended, restated, succeeded or replaced from time to time, and any similar plan adopted from time to time;

  • Selling Shareholders has the meaning given to such term in the Preamble to this Agreement;

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • Scheme Shareholders means the registered holders of Scheme Shares at the relevant time.

  • Purchaser Board means the board of directors of the Purchaser;

  • Company Shareholder Meeting means a duly convened meeting of the Company’s shareholders called to obtain the Company Shareholder Approval, or any valid adjournment or postponement thereof made in accordance with this Agreement.

  • Shareholders’ Representative has the meaning set forth in the Preamble.

  • Majority Shareholders means Xxxxxxx X. Xxx and Xxxxxxx X. Xxxxxxx.

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Preferred Shareholders means the holders of Preferred Shares.

  • Shareholder Agreement has the meaning set forth in the Recitals.

  • Company Shareholder means a holder of Company Shares.

  • Majority Shareholder means a holder of more than fifty percent (50%) of the outstanding stock of the Company, or if no person holds more than fifty percent (50%) of the outstanding stock of the Company, the holder of a plurality of the outstanding stock of the Company.

  • Stockholders’ Representative has the meaning set forth in the Preamble.

  • Shareholder Representative has the meaning set forth in the preamble.

  • Stockholder Agreement means the Stockholder Agreement, dated as of August 29, 2003, among the Company and its stockholders, as amended and in effect from time to time.

  • Stockholder Representative has the meaning set forth in the preamble.

  • 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;