Shareholder Scheme definition

Shareholder Scheme means a members’ scheme of arrangement with respect to Valaris under Part 26 of the Companies Act 2006 (United Kingdom).
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Shareholder Scheme means a scheme of arrangement between the Company and certain Shareholders pursuant to section 425 of the Companies Act in the form set out in Part Five of the scheme document, with any modification, addition or condition that the Court may think fit to approve or impose;
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Shareholder Scheme has the meaning given to that term in paragraph (c) of the definition of “Permitted Restructuring”.
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Examples of Shareholder Scheme in a sentence

  • Under the Shareholder Scheme, on the Effective Date, optionholders who have exercised their options and are MIP Members will convert their Ordinary Shares and Preference Shares into a combination of New Ordinary Shares and Deferred Shares.

  • Details about the General Scheme Meeting are set out in the Notice of General Scheme Meeting contained in Annexure 4.The Excluded Shareholder Scheme Meeting will be held virtually via the Computershare Virtual Meeting Platform at 5.30pm (Perth time) on 16 November 2022.

  • Target Share Appreciation Right means a share appreciation right granted by Target pursuant to the Target Rights Plan, set out in Part 2 of Schedule 2.Target Shareholder means each person entered in the Register as a holder of Target Shares.Target Shareholder Scheme Approval means a resolution in favour of the Scheme being passed by the required majorities of Target Shareholders under section 411(4)(a)(ii) of the Corporations Act.

  • On the Effective Date, Option holders who are not MIP Members and who exercise their options will convert their Ordinary Shares and Preference Shares into New Ordinary Shares and Deferred Shares and sell their New Ordinary Shares and Deferred Shares to the Bare Trustee (acting on behalf of the Scheme Creditors and the ESOP) pursuant to the Shareholder Scheme.

  • Save as contemplated in this notice convening the Ordinary Shareholder Class Meeting, there are no other voting exclusions on this Special Resolution Number 2.Explanatory noteSpecial Resolution Number 3 is required to approve the Ordinary Shareholder Scheme Consideration to be received by Ordinary Shareholders in exchange for their Ordinary Shares on the Scheme Operative Date.

  • If the Scheme is approved today at both the General Scheme Meeting and the Founding Shareholder Scheme Meeting today, the key events and the expected timing in relation to the approval and implementation of the Scheme are set out in the timetable shown on the screen.

  • Peter Haslehurst, Chairman of the Company, Brian Purves, Chief Executive Officer of the Company and Stephen Williams, Finance Director of the Company, are each Directors who are either Management Shareholders and/or MIP Members, and as such will participate in the Shareholder Scheme and/or be subject to the Management Incentive Plan which the Reorganisation implements.

  • Details about the Excluded Shareholder Scheme Meeting are set out in the Notice of Excluded Shareholder Scheme Meeting contained in Annexure 5.The Annual General Meeting will be held virtually via the Computershare Virtual Meeting Platform prior to the Scheme Meetings at 4.00pm (Perth time) on 16 November 2022.

  • On the Effective Date, existing directors other than the Post-Reorganisation Board members will resign pursuant to the Shareholder Scheme.

  • URI acknowledges that this Deed Poll may be relied on and enforced by any Scheme Shareholder, Scheme Optionholder or Scheme Performance Shareholder in accordance with its terms notwithstanding that the Scheme Shareholders, Scheme Optionholders and Scheme Performance Shareholders are not party to it and under the Schemes, each Scheme Shareholder, Scheme Optionholder and Scheme Performance Shareholder irrevocably appoints Anatolia as its agent and attorney to enforce this Deed Poll against URI.


More Definitions of Shareholder Scheme

Shareholder Scheme means this scheme of arrangement between the Company and Scheme Shareholders pursuant to section 425 of the Companies Act, with any modification, addition or condition that the Court may think fit to approve or impose;
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Related to Shareholder Scheme

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

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

  • Scheme Shareholder means a person who is registered in the Register as the holder of one or more Scheme Shares as at the Record Date.

  • 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 Shareholders means holders of Company Shares.

  • Ordinary Shareholders means the holders of Ordinary Shares;

  • Existing Shareholder means any Person that is a holder of Ordinary Shares as of December 8, 2017.

  • Target Shareholders means the holders of Target Shares;

  • Rollover Shareholders means each of Expert Master Holdings Limited, Mr. Longhua Piao and UMW China Ventures (L) Ltd.

  • Stockholder Shares means all securities of the Company registered in the name of, or Beneficially Owned by the Stockholder Parties, including any and all securities of the Company acquired and held in such capacity subsequent to the date hereof.

  • Preferred Shareholders means the holders of Preferred Shares.

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

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

  • Ordinary Shareholder means a holder of ordinary shares;

  • 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.

  • Minority Shareholders means holders of Shares that were not tendered pursuant to the Offer or in the Subsequent Offering Period (as it may be extended by the Minority Exit Offering Period).

  • Shareholder Data means the transaction data with respect to Shareholders in a Fund requested by Company that a Financial Intermediary, for access and use by Company in the 22c-2 System, (i) delivers to BNYM by a Designated Method, or (ii) delivers to Company and is inputted into the Company Database by Company.

  • Company Shareholder means a holder of Company Shares.

  • Overseas Shareholders holders of Scheme Shares who are resident in, ordinarily resident in, or citizens of, jurisdictions outside the United Kingdom;

  • Initial Shareholders means the Sponsor and any Insider that holds Founder Shares; (v) “Private Placement Warrants” shall mean the 6,000,000 warrants (or 6,600,000 warrants if the over-allotment option is exercised in full) that the Sponsor has agreed to purchase for an aggregate purchase price of $6,000,000 (or $6,600,000 if the over-allotment option is exercised in full), or $1.00 per warrant, in a private placement that shall occur simultaneously with the consummation of the Public Offering; (vi) “Public Shareholders” shall mean the holders of securities issued in the Public Offering; (vii) “Trust Account” shall mean the trust fund into which a portion of the net proceeds of the Public Offering and the sale of the Private Placement Warrants shall be deposited; and (viii) “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 Exchange Act, 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).

  • 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;

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

  • Shareholder Agreements has the meaning set forth in the recitals to this Agreement.

  • Shareholder Associated Person of any Shareholder means (i) any person controlling, directly or indirectly, or acting in concert with, such Shareholder, (ii) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such Shareholder, and (iii) any person controlling, controlled by or under common control with such Shareholder Associated Person.

  • Employee Share Scheme means a scheme established by a company, whether by means of a trust or otherwise, for the purpose of offering 10 participation therein solely to employees and officers of the company or a subsidiary of the company, either—