Company Bylaws means the bylaws of the Company, as amended.
Parent Bylaws means the Bylaws of Parent.
Restated Certificate of Incorporation means the Restated Certificate of Incorporation of the Company, as amended.
Company Charter Documents means the Company’s certificate of incorporation and bylaws, each as amended to the date of this Agreement.
Company Certificate of Incorporation means the certificate of incorporation of the Company.
Bylaws means the bylaws of the Corporation, as they may be amended from time to time.
Restated Charter means the Company’s Amended and Restated Certificate of Incorporation, as amended and/or restated from time to time.
Governing Documents means, with respect to any Person, the certificate or articles of incorporation, by-laws, or other organizational documents of such Person.
Amended and Restated Certificate of Incorporation means the Amended and Restated Certificate of Incorporation of the Company, as in effect as of the Effective Date.
Articles of Incorporation means the Articles of Incorporation of the Company, as amended from time to time.
Memorandum and Articles of Association means the Memorandum and Articles of Association of the Company, as amended and restated from time to time.
Company Charter means the certificate of incorporation of the Company, as amended.
Constituent Documents means with respect to any Person, as applicable, such Person’s certificate of incorporation, articles of incorporation, by-laws, certificate of formation, articles of organization, limited liability company agreement, management agreement, operating agreement, shareholder agreement, partnership agreement or similar document or agreement governing such Person’s existence, organization or management or concerning disposition of ownership interests of such Person or voting rights among such Person’s owners.
Parent Charter means the Certificate of Incorporation of Parent, as from time to time amended.
Instrument of Incorporation means the instrument of incorporation of the ICAV;
Parent Organizational Documents means the certificate of incorporation and bylaws, each as amended as of the date of this Agreement, of each of Parent and Merger Sub.
Company Governing Documents means the Company Bylaws and the Company Certificate.
Charter Documents means, with respect to any entity, the certificate of incorporation, the articles of incorporation, by-laws, articles of organization, limited liability company agreement, partnership agreement, formation agreement, joint venture agreement or other similar organizational documents of such entity (in each case, as amended).
Memorandum and Articles means the amended and restated memorandum and articles of association of the Company currently in effect, as may be amended or restated from time to time.
Organizational Documents means (a) with respect to a corporation, the charter, articles or certificate of incorporation, as applicable, and bylaws thereof, (b) with respect to a limited liability company, the certificate of formation or organization, as applicable, and the operating or limited liability company agreement thereof, (c) with respect to a partnership, the certificate of formation and the partnership agreement, and (d) with respect to any other Person the organizational, constituent and/or governing documents and/or instruments of such Person.
New Organizational Documents means the documents providing for corporate governance of New Valaris Holdco and the Reorganized Debtors, including charters, bylaws, operating agreements, or other organizational documents or shareholders’ agreements, as applicable, consistent with section 1123(a)(6) of the Bankruptcy Code (as applicable).
Constating Documents means, with respect to any Person, its articles and/or certificate of incorporation, amendment, amalgamation or continuance, memorandum of association, charter, by-laws, declaration of trust and other constating documents (in the case of a trust), partnership agreement, limited liability company agreement or other similar document, and all unanimous shareholder agreements, other shareholder agreements, voting trust agreements and similar arrangements applicable to the Person’s Equity Interests, all as in effect from time to time.
Company Organizational Documents means the certificate of incorporation and bylaws (or the equivalent organizational documents) of the Company and its Subsidiaries as in effect on the date of this Agreement.
Certificate of Incorporation means the certificate of incorporation of the Company, as may be amended and/or restated from time to time.
Charter means the Corporation’s certificate or articles of incorporation, articles of association, or similar organizational document.
Merger Subsidiary has the meaning set forth in the preamble to this Agreement.