Seller Shareholders Meeting definition

Seller Shareholders Meeting shall have the meaning given such term in Section 6.6.
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Seller Shareholders Meeting shall have the meaning given such term in Section 7.1(a).
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Seller Shareholders Meeting means the special meeting of the shareholders of Seller to be held to consider the adoption of this Agreement.
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Examples of Seller Shareholders Meeting in a sentence

  • Seller, acting through the Seller Boards, shall, in accordance with the Seller Articles, convene and hold the Seller Shareholders Meeting for the purpose of obtaining the Required Seller Vote within 35 days after publishing the Shareholder Circular unless Seller is prevented from doing so by applicable Law or circumstances not within the reasonable control of Seller.

  • Seller shall prepare the Shareholder Circular and cause notice for the Seller Shareholders Meeting to be published in accordance with Article 22.5 of the Seller Articles as soon as practicable on or after the date hereof.

  • Seller will promptly take action necessary in accordance with applicable law and its Charter Documents to convene a meeting of its shareholders (the "Seller Shareholders' Meeting") to be held as soon as practicable, for the purpose of voting on this Agreement and the Bank Merger.

  • This Agreement and the Contemplated Transactions shall have been duly approved and adopted by the requisite shareholders of Seller at the Seller Shareholders Meeting in accordance with the MBCA and Seller’s Organizational Documents (the “Seller Shareholder Approval”).

  • The board of directors of Seller shall not, in a manner adverse to Company, (x) withdraw, modify or qualify, or propose to withdraw, modify or qualify, such recommendation, (y) take any action or make any statement in connection with the Seller Shareholders' Meeting inconsistent with such recommendation or (z) recommend any Competing Transaction (as defined in Section 6.12) (any action referred to in clause (x), (y) or (z) being a "Change in Recommendation").

  • Seller shall cause the Seller Shareholders Meeting to be duly called and held as soon as reasonably practicable following clearance of the Proxy Statement by the SEC for the purpose of voting on the adoption and approval of this Agreement and the transactions contemplated hereby.

  • Seller will use reasonable efforts to hold the Second Seller Shareholders Meeting on the date of (but following) the Closing.

  • The winding up of Seller shall be deemed to commence at the time of the passing at the Second Seller Shareholders Meeting of the resolution to wind up Seller.

  • Seller shall not submit any other proposals for approval at the Seller Shareholders Meeting without the prior written consent of Parent.

  • Once the Seller Proxy Statement has been filed with the SEC, Seller shall not postpone or adjourn the Seller Shareholders Meeting without the consent of Parent (other than: (A) in order to obtain a quorum of its shareholders; or (B) to allow reasonable additional time after the filing and mailing of any supplemental or amended disclosures to the Seller Proxy Statement for compliance with applicable legal requirements).


More Definitions of Seller Shareholders Meeting

Seller Shareholders Meeting means the meeting of Seller’s shareholders to be held pursuant to Section 7.2 of the Agreement, including any adjournment or adjournments thereof.
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Seller Shareholders Meeting means the special meeting of the shareholders of Seller to be held to consider the approval of this Agreement and the Contemplated Transactions.
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Seller Shareholders Meeting means a meeting of the holders of common shares of the Seller convened for the purpose of approving the Transaction in accordance with Clause 4.2;
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Seller Shareholders Meeting has the meaning ascribed to it in Section 4.01(h).
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Seller Shareholders Meeting has the meaning set forth in Section 5.02(j).
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Seller Shareholders Meeting has the meaning set forth in Section 4.13(b). “Seller Taxes” means any Taxes (i) for which the Company or any of its Subsidiaries is liable pursuant to Treasury Regulations Section 1.1502-6 (or any similar provision of state, local or non-U.S. income Tax Law) as a result of the Company or such Subsidiary having been, prior to the Closing, a member of an affiliated, consolidated, combined, unitary or similar Tax group, or (ii) imposed on the Company or any of its Subsidiaries as a transferee or successor, which Taxes relate to an event or transaction occurring prior to the Closing. “Settlement Agreement” has the meaning set forth in Section 4.19. “Shared Contract” means any contract pursuant to which a third party provides material services or benefits to Seller or one or more of its Affiliates (including the Company and its Subsidiaries) in respect of both the business of the Company and its Subsidiaries and any other business of Seller and its Affiliates (other than the Company and its Subsidiaries). “Shares” has the meaning set forth in the Recitals. “Solvent” has the meaning set forth in Section 2.29 and Section 3.8, as applicable.
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Related to Seller Shareholders Meeting

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

  • Shareholders Meeting has the meaning provided in Section 6.3.

  • 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.

  • Company Stockholders Meeting has the meaning set forth in Section 6.2(a).

  • Stockholders Meeting shall have the meaning set forth in Section 6.2(c).

  • Parent Stockholders Meeting has the meaning set forth in Section 6.2(b).

  • Company Stockholder Meeting means the meeting of the holders of shares of Company Common Stock for the purpose of seeking the Company Stockholder Approval, including any postponement or adjournment thereof.

  • Shareholder Meeting means an annual general meeting of shareholders or special meeting of shareholders of the Company called for the purpose of electing directors to the board of directors of the Company.

  • Stockholder Meeting means each annual or special meeting of stockholders of the Company, or any action by written consent of the Company’s stockholders in lieu thereof, and any adjournment, postponement, rescheduling, continuation or meeting held in lieu thereof;

  • Holders’ Meeting means a meeting among the Holders held in accordance with Clause 17 (Holders’ Meeting).

  • Company Shareholders means holders of Company Shares.

  • Bondholders’ Meeting means a meeting among the Bondholders held in accordance with Clause 17 (Bondholders’ Meeting).

  • Company Meeting means the special meeting of Company Shareholders, including any adjournment or postponement of such special meeting in accordance with the terms of the Arrangement Agreement, to be called and held in accordance with the Interim Order to consider the Arrangement Resolution.

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

  • Noteholders’ Meeting means a meeting among the Noteholders held in accordance with Clause 16 (Noteholders’ Meeting).

  • Public Shareholders means the holders of Ordinary Shares included in the Units issued in the Public Offering; (v) “Public Shares” shall mean the Ordinary Shares included in the Units issued in the Public Offering; (vi) “Trust Account” shall mean the trust account into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; (vii) “Transfer” shall mean the (a) sale of, offer to sell, contract or agreement to sell, hypothecate, pledge, grant of any option to purchase or otherwise dispose of or agreement to dispose of, directly or indirectly, or establishment or increase of a put equivalent position or liquidation with respect to or decrease of a call equivalent position within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, and the rules and regulations of the Commission promulgated thereunder with respect to, any security, (b) entry into any swap or other arrangement that transfers to another, in whole or in part, any of the economic consequences of ownership of any security, whether any such transaction is to be settled by delivery of such securities, in cash or otherwise, or (c) public announcement of any intention to effect any transaction specified in clause (a) or (b); and (viii) “Charter” shall mean the Company’s Amended and Restated Memorandum and Articles of Association, as the same may be amended from time to time.

  • Target Shareholders means the holders of Target Shares;

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

  • Company Stockholders means the holders of shares of Company Capital Stock.

  • Major Shareholders Means a person who has an interest or interests in one or more

  • Special Meeting shall have the meaning set forth in Section 23(c)(i) hereof.

  • Existing Shareholders means the officers, directors and shareholders of the Company prior to the Offering; (c) “Initial Ordinary Shares” shall mean all of the Ordinary Shares owned by an Existing Shareholder prior to the Offering (and shall include any Ordinary Shares issued as dividends with respect to such shares); (d) “Public Shareholders” shall mean the holders of securities issued in the Offering; (e) “Trust Account” shall mean the trust account established for the benefit of the Public Shareholders into which a portion of the net proceeds of the Offering will be deposited; and (f) the “Extended Period” shall mean the additional 12-month period to approve a Business Combination as more specifically described in the Registration Statement.

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

  • special meeting of shareholders means a meeting of any particular class or classes of shareholders and a meeting of all shareholders entitled to vote at any annual meeting of shareholders at which special business is to be transacted.

  • Court Meeting means the meeting(s) of the Scheme Shareholders to be convened by order of the Court pursuant to section 896 of the Companies Act, notice of which will be set out in the Scheme Document, for the purpose of approving the Scheme, including any adjournment thereof;

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