Variation of Share Capital definition

Variation of Share Capital means any capitalisation, rights issue, consolidation, sub-division or reduction of share capital by the Company and/or any other event resulting in a variation in the share capital of the Company which, in any case, in the opinion of the Board justifies (i) a variation in the number of Shares subject to an Option and/or (ii) the Exercise Price payable under an Option and/or (iii) the Threshold Amount applicable with respect to the Shares which are the subject of an Option;
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Variation of Share Capital means any capitalisation, rights issue, consolidation, sub-division, demerger, reduction of share capital by the Company and/or any other event resulting in a variation in the share capital of the Company which, in any case, in the opinion of the Board justifies a variation in the number of Shares subject to the Warrant and/or the Exercise Price payable under the Warrant in order to be consistent with, and is necessary to realise, the intent of this Agreement;
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Variation of Share Capital any capitalisation issue (other than an issue of shares pursuant to the exercise of a right given to shareholders of the Company to receive shares in lieu of a dividend) or any rights issue or any other pre-emptive offer to shareholders or any consolidation, sub-division or reduction of capital affecting the equity share capital of the Company (within the meaning of the Companies Act); and
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Examples of Variation of Share Capital in a sentence

  • In the event of a Variation of Share Capital, the Board shall make such adjustments to the number of BDRs subject to an Option and/or its Exercise Price in order to prevent the dilution or enlargement of benefits under the Option.

  • Variation of Share Capital The Company may from time to time by Ordinary Resolution increase its capital, consolidate its shares or any of them into a smaller number of shares, sub-divide shares or any of them into a larger number of shares or cancel any shares not taken or agreed to be taken by any person.

  • IT IS RESOLVED as a special resolution: THAT the share capital of the Company be re-organized as follows, effective as of February 5, 2021 (the "Variation of Share Capital"): a.

  • THAT each of the directors and officers of the Company be authorized to do all things neces- sary to give effect to the Merger Agreement, the plan of merger, and the transactions contem- plated by the Merger Agreement and the plan of merger, including the Merger and, effective immediately prior to the Effective Time, the Change of Name, the Variation of Share Capital and the Adoption of M&A.

  • In the event of any Variation of Share Capital, the number of Shares over which an Option is granted and its Option Price shall be adjusted in such manner as the Board shall determine to the intent that (as nearly as may be without involving fractions of a Share or an Option Price involving fractions of one penny) the Exercise Price payable in respect of an Option shall remain unchanged.

  • Concerns expressed directly to the coach during appropriate times, preferably from the student athlete first.

Related to Variation of Share Capital

  • Share Capital means: (i) any shares, interests, participations or other equivalents (however designated) of share capital of a company; (ii) any ownership interests in a Person other than a company, including membership interests, partnership interests, joint venture interests and beneficial interests; and (iii) any warrants, options, convertible or exchangeable securities, subscriptions, rights (including any pre-emptive or similar rights), calls or other rights to purchase or acquire any of the foregoing.

  • Ordinary Share Capital means any issued and outstanding shares of the Company with voting or other rights of management and control and any outstanding securities of the Company that are convertible into such shares at the option of the holder;

  • equity share capital means the total issued and paid-up equity share capital of the Company, calculated on a Fully Diluted Basis.

  • Paid-up share capital means the paid-up share capital as defined in Section 2 of the Companies Act, 2013.

  • Voting Share Capital means the total voting equity share capital of the Target Company on a fully diluted basis expected as of the 10th (Tenth) Working Day from the closure of the Tendering Period for the Offer.

  • Share Cap has the meaning specified in clause (e) of the definition of Alternative Payment Mechanism.

  • Relevant Share Capital means the relevant share capital of the Company (as that expression is defined in Section 67(2) of the 1990 Act);

  • Capital Stock means (i) in the case of a corporation, capital stock, (ii) in the case of an association or business entity, any and all shares, interests, participations, rights or other equivalents (however designated) of capital stock, (iii) in the case of a partnership, partnership interests (whether general or limited), (iv) in the case of a limited liability company, membership interests and (v) any other interest or participation that confers on a Person the right to receive a share of the profits and losses of, or distributions of assets of, the issuing Person.

  • Redeemable Capital Stock means any Capital Stock of the Company or any of its Subsidiaries that, either by its terms, by the terms of any security into which it is convertible or exchangeable or otherwise, (a) is or upon the happening of an event or passage of time would be required to be redeemed on or prior to the final stated maturity of the securities or (b) is redeemable at the option of the holder thereof at any time prior to such final stated maturity or (c) is convertible into or exchangeable for debt securities at any time on or prior to such final stated maturity.

  • Ordinary Shares shall have the meaning given in the Recitals hereto.

  • Core Capital means fully paid up members‟ shares, capital issued, disclosed reserves, retained earnings, grants and donations all of which are not meant to be expended unless on liquidation of the Sacco society

  • Exchangeable Share Consideration has the meaning provided in the Exchangeable Share Provisions;

  • Capital Share means a share of any class or series of stock of the General Partner now or hereafter authorized other than a REIT Share.

  • Common Stock Fundamental Change means any Fundamental Change in which more than 50% of the value (as determined in good faith by the Board of Directors of the Company) of the consideration received by holders of Common Stock consists of common stock that, for the 10 Trading Days immediately prior to such Fundamental Change, has been admitted for listing or admitted for listing subject to notice of issuance on a national securities exchange or quoted on Nasdaq National Market, provided, however, that a Fundamental Change shall not be a Common Stock Fundamental Change unless either (i) the Company continues to exist after the occurrence of such Fundamental Change and the outstanding Preferred Stock continues to exist as outstanding Preferred Stock, or (ii) not later than the occurrence of such Fundamental Change, the outstanding Preferred Stock is converted into or exchanged for shares of convertible preferred stock, which convertible preferred stock has powers, preferences and relative, participating optional or other rights, and qualifications, limitations and restrictions substantially similar (but no less favorable) to those of the Preferred Stock.

  • New Ordinary Shares means the new Ordinary Shares arising on Conversion of the C Shares;

  • A Ordinary Shares means the A ordinary shares of £0.01 each in the capital of the Company;

  • Company Capital Stock means the Company Common Stock and the Company Preferred Stock.

  • Capital Shares means the Common Stock and any shares of any other class of common stock whether now or hereafter authorized, having the right to participate in the distribution of earnings and assets of the Company.

  • Parent Ordinary Shares means the Ordinary Shares, nominal value NIS 0.0175 per share, of Parent.

  • Per Share Cash Consideration has the meaning set forth in Section 3.01(a)(ii).

  • Per Share Cash Amount for purposes of this Section 2(b) means an amount equal to the sum of (I) the average of the closing price of the Common Stock for the 20 trading days immediately preceding the date of the Change in Control and (II) any cash dividend payable on a share of Common Stock during the 20 trading-day period described in the foregoing. If settlement of the Performance Share Units may not be made within the period specified in this Section 2(b) due to the limitation in Section 14(t)(iii)(A) of the Plan, such settlement shall be made in accordance with Section 5 of the Agreement.

  • Preferred Stock Equivalents shall have the meaning set forth in Section 11(b) hereof.

  • Additional Shares of Common Stock means all shares of Common Stock issued (or, pursuant to Subsection 4.4.3 below, deemed to be issued) by the Corporation after the Series B Original Issue Date, other than (1) the following shares of Common Stock and (2) shares of Common Stock deemed issued pursuant to the following Options and Convertible Securities (clauses (1) and (2), collectively, “Exempted Securities”):

  • Share Call Event means each of the following events:

  • Ordinary Share means a Class A Ordinary Share or a Class B Ordinary Share;

  • Reclassification Event means any of the following: (a) any reclassification or recapitalization of PubCo Common Stock (other than a change in par value, or from par value to no par value, or from no par value to par value, or as a result of a subdivision or combination or any transaction subject to Section 4.1(g)), (b) any merger, consolidation or other combination involving PubCo, or (c) any sale, conveyance, lease, or other disposal of all or substantially all the properties and assets of PubCo to any other Person, in each of clauses (a), (b) or (c), as a result of which holders of PubCo Common Stock shall be entitled to receive cash, securities or other property for their shares of PubCo Common Stock.