Sentences with phrase «by shareholders under»

FTSE 350 directors will need to be re-elected annually by shareholders under new best practice guidelines issued by the Financial Reporting Council (FRC) last week.

For CF, that represents a reduction from the current 25 % threshold — a level that was approved by shareholders under a binding vote in 2014.

Not exact matches

The company has come under pressure from outside shareholders to separate its higher - growth assets — notably its stake in Chinese e-commerce company Alibaba Group — from its struggling core search and e-mail businesses, but such a split would be complicated by the fact that it could land the company with a large tax bill.

He likes to see the ratio of debt to total capitalization (debt divided by shareholders» equity plus debt) under 50 %.

Rather, Outfit7 Investments Ltd. (Outfit7) said in a press release that its shareholders have sold 100 percent of the company to a consortium of investors from Asia, represented by United Luck Group Holdings Limited under the leadership of Ou Yaping.

Under former CEO Matthias Mueller, who was ousted last month by the carmaker's major shareholders, attempts to slim...

«Shareholders can vote, but boards can just ignore them under the «business judgment rule» backed by state laws and courts.

Net Income Attributable to Common Shareholders for the quarter, under both Previous Standards and the New Standard, was driven by the inclusion of our PLK segment, growth in BK segment income, and the redemption of our preferred shares in 2017.

This number is calculated using the share counting rules described in Sections 5 (a) and 5 (b) of the 2014 Plan and includes the number of shares available for new award grants under the 2014 Plan out of the 385 million shares authorized by shareholders upon adoption of the 2014 Plan; the number of shares available for new award grants under the 2003 Employee Stock Plan (the «2003 Plan») on the date that shareholders approved the 2014 Plan; the number of shares subject to outstanding stock options under the 2003 Plan and 2014 Plan as of November 17, 2015; and two times the number of shares subject to outstanding RSUs under the 2003 Plan and 2014 Plan as of November 17, 2015 (all adjusted for the 7 - for - 1 stock split).

Under applicable TSX rules, the transaction also requires the approval of Loblaw shareholders by majority vote, as the number of Loblaw common shares to be issued in the transaction exceeds 25 % of the total number of outstanding Loblaw common shares.

In no case, except due to an adjustment to reflect a stock split or other event referred to under «Adjustments» below, and except for any repricing that may be approved by shareholders, will the plan administrator (1) amend an outstanding stock option or stock appreciation right to reduce the exercise price or base price of the award, (2) cancel, exchange, or surrender an outstanding stock option or stock appreciation right in exchange for cash or other awards for the purpose of repricing the award, (3) cancel, exchange, or surrender an outstanding stock option or stock appreciation right in exchange for an option or stock appreciation right with an exercise or base price that is less than the exercise or base price of the original award, or (4) take any other action that is treated as a repricing under U.S. generally accepted accounting principles.

In addition, proposals submitted by shareholders for inclusion in TD Ameritrade's annual proxy statement, and proposals submitted by stockholders for presentation at TD Ameritrade's annual stockholders meeting, will not be considered shareholder communications under this policy.

* For current executives it is way to give more to employees in a way that can benefit themselves at the expense of future executives and shareholders, by capitalizing part of wages into a «book» liability that can be under - depreciated by current executives to the benefit of their bonuses.

Furthermore, under the law in Delaware — legal home to more than half the Fortune 500 and the benchmark for corporate law — the right to manage the business and affairs of the corporation is vested in a board of directors elected by the shareholders; the board delegates that authority to corporate managers.

Under the terms of the merger agreement, which has been unanimously approved by the Boards of both companies, ILG shareholders will receive $ 14.75 in cash and 0.165 shares of MVW common stock for each ILG share.

Proposals of shareholders to be considered for inclusion in the proxy statement and proxy card for the 2015 Annual Meeting pursuant to Rule 14a - 8 under the Securities Exchange Act of 1934 must be submitted in writing to the Secretary of Amazon.com, Inc., at Amazon.com, Inc., 410 Terry Avenue North, Seattle, Washington 98109, and must be received by 6:00 p.m., Pacific Time, on Thursday, December 11, 2014.

Shareholder proposals intended for inclusion in our proxy statement for the 2016 Annual Shareholders» Meeting in accordance with the SEC's Rule 14a - 8 under the Exchange Act must be received by our company in the manner described above no later than the close of business on December 24, 2015.

A shareholder proposal by Carl Icahn of a non-binding advisory resolution that the Company commit to completing not less than $ 50 billion of share repurchases during its 2014 fiscal year (and increase the authorization under its capital return program accordingly)(Proposal No. 10); and

In no case (except due to an adjustment to reflect a stock split or other event referred to under «Adjustments» below, and except for any repricing that may be approved by shareholders) will the plan administrator (1) amend an outstanding stock option or stock appreciation right to reduce the exercise price or base price of the award, (2) cancel, exchange, or surrender an outstanding stock option or stock appreciation right in exchange for cash or other awards for the purpose of repricing the award, or (3) cancel, exchange, or surrender an outstanding stock option or stock appreciation right in exchange for an option or stock appreciation right with an exercise or base price that is less than the exercise or base price of the original award.

The iPhone maker is raising its quarterly dividend by 16 percent to 73 cents per share, matching the largest increase since Apple restored the payment under shareholder pressure six years ago.

This dilution is an issue in publicly traded stock market firms, but it has been historically addressed by keeping the size of the ESOP modest compared to the rest of shareholders (most ESOPs in stock market companies are under 20 %) and by establishing a corporate culture where employee stock ownership is likely to increase the performance of the firm so as to offset the modest dilution of profits per share of non-employee shareholders.

Actual results may vary materially from those expressed or implied by forward - looking statements based on a number of factors, including, without limitation: (1) risks related to the consummation of the Merger, including the risks that (a) the Merger may not be consummated within the anticipated time period, or at all, (b) the parties may fail to obtain shareholder approval of the Merger Agreement, (c) the parties may fail to secure the termination or expiration of any waiting period applicable under the HSR Act, (d) other conditions to the consummation of the Merger under the Merger Agreement may not be satisfied, (e) all or part of Arby's financing may not become available, and (f) the significant limitations on remedies contained in the Merger Agreement may limit or entirely prevent BWW from specifically enforcing Arby's obligations under the Merger Agreement or recovering damages for any breach by Arby's; (2) the effects that any termination of the Merger Agreement may have on BWW or its business, including the risks that (a) BWW's stock price may decline significantly if the Merger is not completed, (b) the Merger Agreement may be terminated in circumstances requiring BWW to pay Arby's a termination fee of $ 74 million, or (c) the circumstances of the termination, including the possible imposition of a 12 - month tail period during which the termination fee could be payable upon certain subsequent transactions, may have a chilling effect on alternatives to the Merger; (3) the effects that the announcement or pendency of the Merger may have on BWW and its business, including the risks that as a result (a) BWW's business, operating results or stock price may suffer, (b) BWW's current plans and operations may be disrupted, (c) BWW's ability to retain or recruit key employees may be adversely affected, (d) BWW's business relationships (including, customers, franchisees and suppliers) may be adversely affected, or (e) BWW's management's or employees» attention may be diverted from other important matters; (4) the effect of limitations that the Merger Agreement places on BWW's ability to operate its business, return capital to shareholders or engage in alternative transactions; (5) the nature, cost and outcome of pending and future litigation and other legal proceedings, including any such proceedings related to the Merger and instituted against BWW and others; (6) the risk that the Merger and related transactions may involve unexpected costs, liabilities or delays; (7) other economic, business, competitive, legal, regulatory, and / or tax factors; and (8) other factors described under the heading «Risk Factors» in Part I, Item 1A of BWW's Annual Report on Form 10 - K for the fiscal year ended December 25, 2016, as updated or supplemented by subsequent reports that BWW has filed or files with the SEC.

BlackRock Advisors and Vanguard Group, the two biggest funds by assets under management, rarely vote for shareholder proposals on diversity topics.

A corporation which has elected (by unanimous consent of its shareholders) under Subchapter S of the IRS code not to pay any corporate tax on its income.

Under the default rule applicable to virtually every corporation in the United States, however, corporate directors are elected through a standard that guarantees that a director could be elected with even a single affirmative vote, even if that director's candidacy is opposed by the overwhelming majority of shareholders.

In a letter to shareholders on Monday, Google's current CEO Larry Page spelled out what seems like a seismic change in the Internet search giant: The incorporated company now falls under a new holding company, called Alphabet, run by the two co-founders, Page and Sergey Brin.

Tonight there is word that the AIG / PRU deal announced over the weekend is under severe stress, as PRU shareholders are not overwhelmed by the repercussions of this acquisition.

Under such circumstances, the Sponsor, acting on behalf of the Shareholders, may remove the Trustee by written notice delivered to the Trustee and such removal shall take effect upon the appointment of a successor trustee and its acceptance of such appointment.

Under each agreement between the Trustee and an Authorized Participant to establish an Authorized Participant Custody Account («Authorized Participant Custody Account Agreement»), the Trustee is not contractually or otherwise liable for any losses suffered by any Authorized Participant or Shareholder that are not the direct result of its own gross negligence, fraud or willful default in the performance of its duties under such agreement, and in no event will its liability exceed the market value of the Bitcoins in the Authorized Participant Custody Account at the time such gross negligence, fraud or willful default is discovered by the TruUnder each agreement between the Trustee and an Authorized Participant to establish an Authorized Participant Custody Account («Authorized Participant Custody Account Agreement»), the Trustee is not contractually or otherwise liable for any losses suffered by any Authorized Participant or Shareholder that are not the direct result of its own gross negligence, fraud or willful default in the performance of its duties under such agreement, and in no event will its liability exceed the market value of the Bitcoins in the Authorized Participant Custody Account at the time such gross negligence, fraud or willful default is discovered by the Truunder such agreement, and in no event will its liability exceed the market value of the Bitcoins in the Authorized Participant Custody Account at the time such gross negligence, fraud or willful default is discovered by the Trustee.

The range of activities being quarantined under a 48 per cent buyout of the Maggie Beer Products premium food business by ASX - listed Primary Opinions has been clearly outlined in a prospectus ahead of a vote on June 24 by shareholders in the Victorian acquirer, which is switching to food manufacturing and away from operating a legal services networking hub.

The panel said shareholders had been confused about the value of Saputo's offer by two franked dividends WCB had planned to pay shareholders — but which were subsequently withdrawn — under a previous Saputo offer.

Under the terms of the proposed transaction, which is expected to be tax - free, the assets of FAV would be transferred to, and the liabilities of FAV would be assumed by, FTHI, and shareholders of FAV would receive shares of FTHI with a value equal to the aggregate net asset value of the FAV shares held by them.

The business and affairs of the corporation shall be managed by or under the direction of a Board of Directors consisting of not less than five nor more than twenty - one persons, who need not be shareholders.

In this particular case, the company's investors (shareholders and bond holders) effectively create a tax shield by lending money to themselves (like our 401k example above), only this time it IS legal under IRS rules.

Although beyond the scope of this article, the tax complexities can be mitigated by making a qualified electing fund election under Sec. 1295 on Form 8621, Information Return by a Shareholder of a Passive Foreign Investment Company or Qualified Electing Fund.

Payments by a mutual fund to support fund distribution and shareholder service made in accordance with Rule 12b - 1 under the Investment Company Act.

The ownership interest of current KHD shareholders who can not exercise their rights will be diluted by up to 1/3 under this rights plan (if all rights are exercised there will be 3 KHD shares outstanding for every 2 KHD shares outstanding before the rights exercise), but the company will (theoretically) get a facilitated entry into the vast infrastructure building market in China.

Under this theory, firms can reduce agency conflicts between managers and shareholders by reducing excess cash on hand, and by obligating managers to make continuous payouts in the form of increased dividends and interest payments to creditors.

Filed Under: Investing Tagged With: 3M, Carnival Cruise Lines, Churchill Downs, Ford, Kimberly Clark, Shareholder Perks Editorial Disclaimer: Opinions expressed here are author's alone, not those of any bank, credit card issuer, airlines or hotel chain, or other advertiser and have not been reviewed, approved or otherwise endorsed by any of these entities.

Under the agreement, both companies will be acquired by General Atlantic, who will be the majority shareholder in the combined company.

Under the terms of the Advisory Agreement, each Fund is responsible for the payment of the following expenses among others: (a) the fees payable to the Adviser, (b) the fees and expenses of Trustees who are not affiliated persons of the Adviser or Distributor (as defined under the section entitled («The Distributor»)(c) the fees and certain expenses of the Custodian (as defined under the section entitled «Custodian») and Transfer and Dividend Disbursing Agent (as defined under the section entitled «Transfer Agent»), including the cost of maintaining certain required records of the Fund and of pricing the Fund's shares, (d) the charges and expenses of legal counsel and independent accountants for the Fund, (e) brokerage commissions and any issue or transfer taxes chargeable to the Fund in connection with its securities transactions, (f) all taxes and corporate fees payable by the Fund to governmental agencies, (g) the fees of any trade association of which the Fund may be a member, (h) the cost of fidelity and liability insurance, (i) the fees and expenses involved in registering and maintaining registration of the Fund and of shares with the SEC, qualifying its shares under state securities laws, including the preparation and printing of the Fund's registration statements and prospectuses for such purposes, (j) all expenses of shareholders and Trustees» meetings (including travel expenses of trustees and officers of the Trust who are not direcUnder the terms of the Advisory Agreement, each Fund is responsible for the payment of the following expenses among others: (a) the fees payable to the Adviser, (b) the fees and expenses of Trustees who are not affiliated persons of the Adviser or Distributor (as defined under the section entitled («The Distributor»)(c) the fees and certain expenses of the Custodian (as defined under the section entitled «Custodian») and Transfer and Dividend Disbursing Agent (as defined under the section entitled «Transfer Agent»), including the cost of maintaining certain required records of the Fund and of pricing the Fund's shares, (d) the charges and expenses of legal counsel and independent accountants for the Fund, (e) brokerage commissions and any issue or transfer taxes chargeable to the Fund in connection with its securities transactions, (f) all taxes and corporate fees payable by the Fund to governmental agencies, (g) the fees of any trade association of which the Fund may be a member, (h) the cost of fidelity and liability insurance, (i) the fees and expenses involved in registering and maintaining registration of the Fund and of shares with the SEC, qualifying its shares under state securities laws, including the preparation and printing of the Fund's registration statements and prospectuses for such purposes, (j) all expenses of shareholders and Trustees» meetings (including travel expenses of trustees and officers of the Trust who are not direcunder the section entitled («The Distributor»)(c) the fees and certain expenses of the Custodian (as defined under the section entitled «Custodian») and Transfer and Dividend Disbursing Agent (as defined under the section entitled «Transfer Agent»), including the cost of maintaining certain required records of the Fund and of pricing the Fund's shares, (d) the charges and expenses of legal counsel and independent accountants for the Fund, (e) brokerage commissions and any issue or transfer taxes chargeable to the Fund in connection with its securities transactions, (f) all taxes and corporate fees payable by the Fund to governmental agencies, (g) the fees of any trade association of which the Fund may be a member, (h) the cost of fidelity and liability insurance, (i) the fees and expenses involved in registering and maintaining registration of the Fund and of shares with the SEC, qualifying its shares under state securities laws, including the preparation and printing of the Fund's registration statements and prospectuses for such purposes, (j) all expenses of shareholders and Trustees» meetings (including travel expenses of trustees and officers of the Trust who are not direcunder the section entitled «Custodian») and Transfer and Dividend Disbursing Agent (as defined under the section entitled «Transfer Agent»), including the cost of maintaining certain required records of the Fund and of pricing the Fund's shares, (d) the charges and expenses of legal counsel and independent accountants for the Fund, (e) brokerage commissions and any issue or transfer taxes chargeable to the Fund in connection with its securities transactions, (f) all taxes and corporate fees payable by the Fund to governmental agencies, (g) the fees of any trade association of which the Fund may be a member, (h) the cost of fidelity and liability insurance, (i) the fees and expenses involved in registering and maintaining registration of the Fund and of shares with the SEC, qualifying its shares under state securities laws, including the preparation and printing of the Fund's registration statements and prospectuses for such purposes, (j) all expenses of shareholders and Trustees» meetings (including travel expenses of trustees and officers of the Trust who are not direcunder the section entitled «Transfer Agent»), including the cost of maintaining certain required records of the Fund and of pricing the Fund's shares, (d) the charges and expenses of legal counsel and independent accountants for the Fund, (e) brokerage commissions and any issue or transfer taxes chargeable to the Fund in connection with its securities transactions, (f) all taxes and corporate fees payable by the Fund to governmental agencies, (g) the fees of any trade association of which the Fund may be a member, (h) the cost of fidelity and liability insurance, (i) the fees and expenses involved in registering and maintaining registration of the Fund and of shares with the SEC, qualifying its shares under state securities laws, including the preparation and printing of the Fund's registration statements and prospectuses for such purposes, (j) all expenses of shareholders and Trustees» meetings (including travel expenses of trustees and officers of the Trust who are not direcunder state securities laws, including the preparation and printing of the Fund's registration statements and prospectuses for such purposes, (j) all expenses of shareholders and Trustees» meetings (including travel expenses of trustees and officers of the Trust who are not directors,

The Funds» distributor and other entities are paid under the Plans for services provided and the expenses borne by the distributor and others in the distribution of Fund shares, including the payment of commissions for sales of the shares and incentive compensation to and expenses of dealers and others who engage in or support distribution of shares or who service shareholder accounts, including overhead and telephone expenses; printing and distribution of prospectuses and reports used in connection with the offering of the Funds» shares to other than current shareholders; and preparation, printing and distribution of sales literature and advertising materials.

Under the backup withholding provisions of Section 3406 of the Code, distributions of taxable net investment income and net capital gain and proceeds from the redemption or exchange of the shares of a regulated investment company may be subject to withholding of federal income tax in the case of non-exempt shareholders who fail to furnish the investment company with their taxpayer identification numbers and with required certifications regarding their status under the federal income tax law, or if the Fund is notified by the IRS or a broker that withholding is required due to an incorrect TIN or a previous failure to report taxable interest or dividUnder the backup withholding provisions of Section 3406 of the Code, distributions of taxable net investment income and net capital gain and proceeds from the redemption or exchange of the shares of a regulated investment company may be subject to withholding of federal income tax in the case of non-exempt shareholders who fail to furnish the investment company with their taxpayer identification numbers and with required certifications regarding their status under the federal income tax law, or if the Fund is notified by the IRS or a broker that withholding is required due to an incorrect TIN or a previous failure to report taxable interest or dividunder the federal income tax law, or if the Fund is notified by the IRS or a broker that withholding is required due to an incorrect TIN or a previous failure to report taxable interest or dividends.

In no event shall anything contained herein be so construed as to protect the Foreside against any liability to the Registrant or its shareholders to which the Foreside would otherwise be subject by reason of willful misfeasance, bad faith, or gross negligence in the performance of its duties under this Agreement or by reason of its reckless disregard of its obligations under this Agreement.

Under the terms of the merger agreement AVGN shareholders will have the right to elect to receive an amount currently estimated by AVGN's board at $ 1.24 per share in either cash or secured convertible notes to be issued by MNOV.

Filed Under: Investing Tagged With: 2014, Berkshire Hathaway, BRK - A, BRK - B, Energy, Heinz, letter to shareholders, Value Investing, Warren Buffet Editorial Disclaimer: Opinions expressed here are author's alone, not those of any bank, credit card issuer, airlines or hotel chain, or other advertiser and have not been reviewed, approved or otherwise endorsed by any of these entities.

Filed Under: Daily Investing Tip Tagged With: financials, Investing, opinions, shareholders, Stocks Editorial Disclaimer: Opinions expressed here are author's alone, not those of any bank, credit card issuer, airlines or hotel chain, or other advertiser and have not been reviewed, approved or otherwise endorsed by any of these entities.

Filed Under: Investing Tagged With: Fannie, Fannie Freddie Shareholders, Fannie Mae And Freddie Mac, Fmcc, Fnma, Freddie Editorial Disclaimer: Opinions expressed here are author's alone, not those of any bank, credit card issuer, airlines or hotel chain, or other advertiser and have not been reviewed, approved or otherwise endorsed by any of these entities.

Each fund will be required in certain cases to withhold at the applicable withholding rate and remit to the U.S. Treasury the withheld amount of taxable dividends and redemption proceeds paid to any shareholder who (1) fails to provide a correct taxpayer identification number certified under penalty of perjury; (2) is subject to withholding by the Internal Revenue Service for failure to properly report all payments of interest or dividends; (3) fails to provide a certified statement that he or she is not subject to «backup withholding;» or (4) fails to provide a certified statement that he or she is a U.S. person (including a U.S. resident alien).

Under current law, the fund generally serves to block UBTI from being realized by their tax - exempt shareholders.