Xxxxxx Shareholder Approval definition

Xxxxxx Shareholder Approval. (i) the approval of the Scheme by a majority in number of the Xxxxxx Shareholders representing three-fourths (75 per cent.) or more in value of the Xxxxxx Shares held by such holders, present and voting either in person or by proxy, at the Court Meeting (or at any adjournment of such meeting) and (ii) the EGM Resolutions being duly passed by the requisite majorities of Xxxxxx Shareholders at the Extraordinary General Meeting (or at any adjournment of such meeting);
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Xxxxxx Shareholder Approval has the meaning ascribed to such term in Section 2.2(a)(ii);
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Xxxxxx Shareholder Approval has the meaning assigned to such term in the Harbourside Exchange Agreement.
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Examples of Xxxxxx Shareholder Approval in a sentence

  • The Xxxxxx Shareholder Approval is the only vote of holders of securities of Xxxxxx which is required to consummate the transactions contemplated hereby (other than, in the case of the Holdco Distributable Reserves Creation, the approval of the Xxxxxx Distributable Reserves Resolution by the Xxxxxx Shareholders).

  • Now consider a strategy for this game where every vertex charges a very high price (say bigger than the highest λv value).

  • The Xxxxxx Shareholder Approval and the M&T Shareholder Approval shall have been obtained.

  • In furtherance of that obligation, Xxxxxx will take, in accordance with applicable law and the Xxxxxx Articles and Xxxxxx Bylaws, all action necessary to convene a meeting of its shareholders, as promptly as practicable after the Registration Statement is declared effective under the Securities Act by the SEC, for the purpose of obtaining the Xxxxxx Shareholder Approval (the “Xxxxxx Shareholder Meeting”).

  • Questions regarding these procedures should be directed to our Chief Compliance Officer.All Access Persons are subject to the reporting requirements set forth in the next section, except as follows:· with respect to transactions effected for, and Covered Securities (including any security issued by the issuer of such Covered Security) held in, any account over which the Access Person has no direct or indirect influence or control; and· those transactions effected pursuant to an Automatic Investment Plan.

  • The execution and delivery of this Agreement and the consummation of the transactions contemplated by this Agreement by Xxxxxx have been duly authorized by all necessary corporate action on the part of Xxxxxx, subject only to the required receipt of the Xxxxxx Shareholder Approval.

  • The execution and delivery of this Agreement by Xxxxxx and the performance by Xxxxxx of its obligations under this Agreement have been duly authorized by the Xxxxxx Board and except for Xxxxxx Shareholder Approval, no other corporate proceedings on its part are necessary to authorize this Agreement or the Arrangement.

  • Subject to the fiduciary duties of the Board, applicable Law and the other provisions of this Agreement, Xxxxxx Industries shall, in accordance with applicable Law, its Charter and its Bylaws, duly call, give notice of, convene, and hold a special meeting of its shareholders as soon as reasonably practicable for the purpose of obtaining the Xxxxxx Shareholder Approval (the "SHAREHOLDERS' MEETING").

Related to Xxxxxx Shareholder Approval

  • Parent Shareholder Approval means the affirmative vote of the holders of a majority of the votes cast by holders of outstanding shares of Parent Stock on the proposal to approve the issuance of Parent Stock as provided in this Agreement at the Parent Special Meeting.

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

  • Required Shareholder Approval has the meaning in Section 2.20.

  • Shareholder Approval Date means the date on which this Plan is approved shareholders of the Company eligible to vote in the election of directors, by a vote sufficient to meet the requirements of Code Sections 162(m) (if applicable) and 422, Rule 16b-3 under the Exchange Act (if applicable), applicable requirements under the rules of any stock exchange or automated quotation system on which the Shares may be listed on quoted, and other laws, regulations and obligations of the Company applicable to the Plan.

  • Stockholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the stockholders of the Company with respect to issuance of all of the Warrants and the Warrant Shares upon the exercise thereof.

  • Company Stockholder Approval has the meaning set forth in Section 4.2(b).

  • Stockholder Approval Date means the date on which Stockholder Approval is received and deemed effective under Delaware law.

  • Requisite Shareholder Approval means the affirmative vote of a majority of the outstanding shares of the Company’s Voting Stock (voting together as a single class) and the affirmative vote of a majority of the outstanding shares of Common Stock (voting separately as a single class), in each case approving the amendment of the Company’s amended and restated articles of incorporation to increase the number of authorized shares of Common Stock to 150,000,000 shares.

  • Parent Stockholder Approval means the approval of the Parent Common Stock Issuance by the affirmative vote of a majority of the votes cast at the Parent Stockholders Meeting in accordance with the rules and regulations of the NYSE and the Organizational Documents of Parent.

  • Requisite Stockholder Approval has the meaning set forth in Section 3.2.

  • Shareholder Approval means such approval as may be required by the applicable rules and regulations of the Nasdaq Stock Market (or any successor entity) from the shareholders of the Company with respect to the transactions contemplated by the Transaction Documents, including the issuance of all of the Underlying Shares in excess of 19.99% of the issued and outstanding Common Stock on the Closing Date.

  • Disinterested Shareholder Approval means approval by a majority of the votes cast by all the Company’s shareholders at a duly constituted shareholders’ meeting, excluding votes attached to Common Shares beneficially owned by Insiders who are Service Providers or their Associates;

  • HSR Approval means expiration of all applicable waiting periods under the HSR Act (including any voluntary agreed extensions) or earlier termination thereof.

  • Authorized Share Approval means approval of the Amendment by the shareholders of the Company.

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

  • Price Approval means, in any country where a Governmental Authority authorizes reimbursement for, or approves or determines pricing for, pharmaceutical products, receipt (or, if required to make such authorization, approval or determination effective, publication) of such reimbursement authorization or pricing approval or determination (as the case may be).

  • IRB approval means the determination of the IRB that the research has been reviewed and may be conducted at an institution within the constraints set forth by the IRB and by other institutional and federal requirements.

  • Pre-approval means written notification via a pre-approval letter to Customer that Ameren Illinois has reviewed Customer's Application and determined that the project meets the program eligibility requirements for a maximum pre-approved incentive amount if the project is completed by the estimated completion date and all final application paperwork is submitted and approved.

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • CPUC Approval means a final and non-appealable order of the CPUC, without conditions or modifications unacceptable to the Parties, or either of them, which contains the following terms:

  • Prior Approval means written ap- proval by an authorized official evi- dencing prior consent.

  • Board Approval means the affirmative vote of a majority of the Disinterested Directors of the Company or a unanimous written consent of the Board of Directors of the Company duly obtained in accordance with the applicable provisions of the Company's certificate of incorporation, bylaws and applicable law.

  • unanimous shareholder agreement means either: (i) a lawful written agreement among all the shareholders of the Corporation, or among all the shareholders and one or more persons who are not shareholders; or (ii) a written declaration of the registered owner of all of the issued shares of the Corporation; in each case, that restricts, in whole or in part, the powers of the directors to manage, or supervise the management of the business and affairs of the Corporation, as from time to time amended.

  • Requisite Approval means the affirmative vote of the holders of at least a majority of the shares of outstanding Company Common Stock and outstanding Company Preferred Stock voting as a single class.

  • 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.

  • FCC Approval means the FCC’s grant of the FCC Applications, including any grants by operation of law; provided that the possibility that an appeal, request for stay, or petition for rehearing or review by a court or administrative agency may be filed with respect to such grant, or that the FCC may reconsider or review such grant on its own authority, shall not prevent such grant from constituting FCC Approval for purposes of the Plan.