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.

  • The Company shall forthwith and no later than the Business Day immediately following the Effective Date, deliver the office copy of the order of the Court sanctioning the Shareholder Scheme pursuant to section 425 of the Companies Act to the Registrar of Companies in England and Wales for registration.

  • The Company will procure that the Bare Trustee will (i) on behalf of Scheme Creditors, other than Luxfer Group Limited, purchase (pursuant to the Shareholder Scheme) 8,700,000 New Ordinary Shares and 651,835,878,949 Deferred Shares held by the Non-Management Shareholders as of the Record Date, forthe payment of £8.45 million out of the Cash Proceeds; and (ii) pay all related stamp duty costs arising on such purchase from out of the balance Cash Proceeds.

  • The Scheme Creditors (other than Luxfer Group Limited) authorise the Bare Trustee to act on their behalf as their representative and nominee in relation to receipt of the Interest Payment and to utilise £8.5 million of such Interest Payments to purchase 8,700,000 New Ordinary Shares and 651,835,878,949 Deferred Shares from the Non-Management Shareholders (as of the Record Date) and pay associated stamp duty costs, pursuant to the Shareholder Scheme.

  • The effectiveness of this Noteholder Scheme is conditional upon the Shareholder Scheme being sanctioned by the Court.

  • Subject as aforesaid, the Shareholder Scheme will come into effect on the Effective Date.

  • The accidental omission to send any notice, written communication or other document in accordance with this clause 5.5 or the non-receipt of any such notice by any Shareholder shall not affect the provisions of this Shareholder Scheme.

  • In any event the Shareholder Notice must reach the Company on or before a period of two years from the date that the Shareholder Scheme becomes effective failing which their share of the Cash Proceeds will be transferred to the Company.

  • Effective Date 3.1The effectiveness of this Noteholder Scheme is conditional upon the Shareholder Scheme being sanctioned by the Court.

  • The effectiveness of this Shareholder Scheme is conditional upon the Noteholder Scheme coming into effect.


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 holders of Scheme Shares;

  • Common Shareholders means the holders of the Common Shares.

  • 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 has the meaning set forth in the preamble.

  • Company Shareholders means the registered or beneficial holders of the Company Shares, as the context requires;

  • Ordinary Shareholders means 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 the shares of common stock of the Company issued to Stockholder in accordance with the terms and conditions of the Reorganization Agreement, including such shares of common stock of the Company transferred from Stockholder to The Cendant Charitable Foundation, and any securities of the Company issued as a dividend on or other distribution with respect to, or in exchange for or replacement of, such common stock.

  • 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 has the meaning set forth in Section 5.13(b).

  • 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 all information maintained on the records database of Transfer Agent concerning Shareholders.

  • Company Shareholder means any holder of any 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, the Directors and officers of the Company or their respective affiliates who hold shares prior to the IPO;

  • 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—