Sentences with phrase «unanimous shareholder»

(2) A corporation whose articles or unanimous shareholder agreement restrict the right to transfer its securities shall, and any other corporation may, treat a person referred to in clause (a), (b) or (c) as a registered security holder entitled to exercise all the rights of the security holder that the person represents, if that person furnishes evidence as described in section 87 of the Securities Transfer Act, 2006 to the corporation that the person is,
115 (1) Subject to any unanimous shareholder agreement, the directors shall manage or supervise the management of the business and affairs of a corporation.
26 If it is so provided in the articles or a unanimous shareholder agreement, no shares of a class or series shall be issued unless the shares have first been offered to the shareholders of the corporation holding shares of that class or series or of another class or series on such terms as are provided in the articles or unanimous shareholder agreement.
93 (1) Subject to the articles and any unanimous shareholder agreement, a meeting of shareholders of a corporation shall be held at such place in or outside Ontario as the directors determine or, in the absence of such a determination, at the place where the registered office of the corporation is located.
(8) If a unanimous shareholder agreement is in effect when a person who was not otherwise a party to the agreement acquires a share of the corporation, other than under subsection (1),
(2) A registered holder or beneficial owner of shares of a corporation is entitled upon request and without charge to one copy of the articles and by - laws and of any unanimous shareholder agreement.
(5.1) Nothing in this section prevents shareholders from fettering their discretion when exercising the powers of directors under a unanimous shareholder agreement.
(c) an order to regulate a corporation's affairs by amending the articles or by - laws or creating or amending a unanimous shareholder agreement;
97 Subject to this Act or the articles or by - laws of a corporation or a unanimous shareholder agreement,
(a) rescind the contract under which the shares were acquired by giving notice to that effect to the corporation and the transferor within 60 days after the transferee actually receives a complete copy of the unanimous shareholder agreement; or
(b) in the event that shareholders who are parties to the unanimous shareholder agreement are unable to agree on or resolve any matter pertaining to the agreement, the matter may be referred to arbitration under such procedures and conditions as are specified in the unanimous shareholder agreement.
(c) if the articles, the by - laws or a unanimous shareholder agreement specify a minimum number of days that is greater than 60 or don't specify a minimum number of days, the minimum number of days is 60.
(6) A unanimous shareholder agreement may, without restricting the generality of subsection (2), provide that,
Speaker, «Unanimous Shareholder Agreements,» Insight Information Conference entitled «Drafting Major Business Agreements,» January 2009.
This is typically addressed by requiring that the investor approve certain material acts of the corporation or limited partnership, pursuant to the terms of a unanimous shareholder agreement or limited partnership agreement, as the case may be.
Shareholders do not participate in the management and control of the business of the corporation, except to the extent a unanimous shareholder agreement requires the approval of the shareholders for certain material matters.
Our Private Equity Group has negotiated and prepared all manner of agreements relating to the governance and management of portfolio companies, including board observer agreements, executive employment agreements, investor rights agreements, management rights agreements, management services agreements, and unanimous shareholder agreements.
The foregoing measures will allow the shareholder to sell its shares without interference from the plaintiff, while preserving the confidential nature of the plaintiff's financial statements and the unanimous shareholder agreement.
This situation can be reversed through the use of a unanimous shareholder agreement («USA»), which restricts the power of the directors to manage the corporation and instead transfers additional authority to the shareholders.
Rules regarding the appointment of officers vary by jurisdiction and can change depending on a corporation's By - laws, Articles of Incorporation, and any Unanimous Shareholder Agreement that may be in place.
If a corporation has a Unanimous Shareholder Agreement, which is usually recommend for corporations that have multiple shareholders, the agreement can add additional decisions that require shareholder consent, or the increase the amount of consent that is required over and above what is required by law.
The Federal Court of Appeal had to decide whether the agreement qualified as a unanimous shareholders» agreement («USA») under the Canada Business Corporation Act, and if so, whether the voting restrictions ought to be considered part of the USA.
The valuation was conducted pursuant to a unanimous shareholders» agreement («USA») as part of an acquisition of Saputo's 21 % interest in Dare by Serad Holdings Limited which held 79 % of Dare.
The respondents brought a motion to stay the oppression application based on an arbitration clause in the parties» Unanimous Shareholders» Agreement («USA»).
The advantage of having a unanimous shareholders agreement drafted «up front» is that the parties can entertain a number of different creative options with respect to dispute resolution.

Not exact matches

The deal had «unanimous support» from Ainsworth's board of directions, and from its largest shareholder — Brookfield Asset Management.
It can be done at a shareholder meeting, by unanimous consent of shareholders, or even by majority shareholder consent «without a meeting, without prior notice and without a vote,» Bouchard wrote.
Virgin Australia chairman Elizabeth Bryan says the airline decided not to privatise after unanimous opposition from its major shareholders.
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.
The unsolicited all - cash offer was pitched to Cover - More shareholders at $ 1.95, just below the $ 2 issue price at the time of floating, and received unanimous support from the board.
Oil analysts are basically unanimous now in saying the company needs to rein in spending if it hopes to provide better returns to shareholders.
You need to record official actions of the directors and / or shareholders of a corporation that were taken by unanimous consent, rather than as part of a formal meeting.
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