Community Offering Sample Clauses
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Community Offering. If less than the total number of shares of Common Stock to be subscribed for in the Minority Offering are sold in the Subscription Offering, shares remaining may be made available for purchase in the Community Offering to certain members of the general public. The maximum amount of Common Stock that any Person may purchase in the Community Offering, subject to the further limitations of Section 11 hereof (and exclusive of an increase in the total number of shares issued due to an increase in the Maximum of the Offering Range of up to 15%), shall not exceed $500,000. The maximum amount may be decreased or increased to up to 5% of the total offering of shares in the Minority Offering, subject to any required regulatory approval but without notice to Participants, subject to the preferences set forth in Section 11 of this Plan. In the Community Offering, if any, shares will be available for purchase by the general public, and a preference may be given to natural persons residing in the Local Community and second, to natural persons residing in the State of New Jersey ("Community Purchasers"). If the Persons whose orders would otherwise be accepted, subscribe for more shares than are available for purchase, the shares available to them will be allocated among those persons submitting orders in the Community Offering up to a maximum of 2% of the Common Stock offered in the Minority Offering and thereafter remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled. The Stock Holding Company and the Bank may establish all terms and conditions of such offer in order to allocate shares in an equitable manner as determined by the Board of Directors. The Community Offering, if any, may commence simultaneously with, during or subsequent to the completion of the Subscription Offering and if commenced simultaneously with or during the Subscription Offering the Community Offering may be limited to Community Purchasers. The Community Offering must be completed within 45 days after the completion of the Subscription Offering unless otherwise extended by the OTS. The Bank and the Stock Holding Company, in their absolute discretion, reserve the right to reject any or all orders in whole or in part which are received in the Community Offering, at the time of receipt or as soon as practicable following the completion of the Community Offering.
Community Offering the offering of the Common Stock for sale to certain members of the general public directly by the Stock Holding Company.
Community Offering. 1. Any shares of Conversion Stock not purchased through the exercise of Subscription Rights in the Subscription Offering may be sold in a Community Offering, which may commence concurrently with the Subscription Offering. Shares of Conversion Stock will be offered in the Community Offering to the general public, giving preference first, to the Bank's Employee Stock Ownership Plan, second to shareholders of First Star, and third, to natural persons and the trusts of natural persons (including individual retirement and ▇▇▇▇▇ retirement accounts and personal trusts in which such natural persons have substantial interests) who are permanent Residents of the Local Community. The Community Offering may commence concurrently with or as soon as practicable after the completion of the Subscription Offering and must be completed within 45 days after the last day of the Subscription Offering, unless extended by First Star with the approval of the FDIC and the Department. If sufficient shares are not available to satisfy all orders in the Community Offering, the shares available will be allocated by First Star in its discretion. First Star shall have the right to accept or reject orders in the Community Offering in whole or in part.
2. Individual orders accepted in the Community Offering shall be filled up to a maximum of 2% of the Conversion Stock, and thereafter remaining shares shall be allocated on an equal number of shares basis per order until all orders have been filled.
3. The Conversion Stock to be offered in the Community Offering will be offered and sold in a manner that will achieve the widest distribution of the Conversion Stock.
Community Offering. No waiver, amendment or other modification of this Agreement shall be effective unless in writing and signed by the parties hereto.
Community Offering. 18- Section 3.06 Subscription and Community Offering Procedures; Order Forms....................................................... -19- Section 3.07 Payment for Common Stock.......................................... -20- Section 3.08 Syndicated Community Offering..................................... -22- Section 3.09 Public Offering Alternative....................................... -22- Section 3.10 Restrictions on Purchase and Transfer of Common Stock............. -23- Section 3.11 Time Limits for Sale of Shares; Effect of Inability to Sell....... -24- Section 3.12 Establishment and Funding of Foundation........................... -25- Section 3.13 Enforcement of Terms and Conditions............................... -25- ARTICLE IV Certain Restrictions --------------------
Community Offering. Syndicated Community Offering and Other Offerings......................................................................... 16 12. Limitations on Subscriptions and Purchases of Conversion Stock........................... 18 13. Timing of Subscription Offering; Manner of Exercising Subscription Rights and Order Forms.................................................... 20 14.
Community Offering. The term Community Offering means the offering for ------------------ sale to certain members of the general public with a preference given to Preferred Subscribers directly by the BANK or the Holding Company, if utilized, of any shares of Conversion Stock not subscribed for in the Subscription Offering.
Community Offering. A-13 13. Public Offering and Syndicated Public Offering......................... A-14 14. Limitation on Purchases................................................ A-15 15. Payment for Common Stock............................................... A-16
Community Offering. The fees payable by the Brookline Parties pursuant to this Section 4(b) will not exceed six percent (6.0%) of the aggregate dollar amount of the Shares sold in the Syndicated Community Offering. Of such fee, the Agent will receive (1.0%) of the aggregate dollar amount of the shares sold pursuant to this Section 4(b) as a management fee, and the Brookline Parties will pay the remainder to the Assisting Brokers, which may include the Agent, in amounts relating to the number of Shares sold by such Assisting Brokers pursuant to this Section 4(b). All such fees payable under this Section 4(b) shall be in addition to all fees payable under Section 4(a) and shall be paid at Closing (as defined below). In the event that the Holding Company is required to resolicit subscribers for Shares in the Subscription Offering and Community Offering and the Agent is required to provide significant additional services in connection with such a resolicitation, the Brookline Parties and the Agent shall mutually agree to the dollar amount of additional compensation due to the Agent and the Brookline Parties shall pay such amount, if any. Until any agreement called for by this paragraph is reached, the Agent shall not incur expenses relating to any resolicitation in an amount that would cause the total expenses incurred by the Agent that are reimbursable by the Bank pursuant to Section 9 hereof to be greater than those permitted without the prior written consent of the Holding Company, which consent shall not be unreasonably withheld.
Community Offering. The amount, if any, of Oconee Conversion Stock not subscribed for in the Subscription Offering may be offered for sale in a Community Offering. The Community Offering will involve an offering of the unsubscribed amount of shares of Oconee Conversion Stock directly to the general public. Shares will be available for purchase by members of the general public to whom a Prospectus is delivered by Oconee or on its behalf, with preference given first to natural persons, including trusts of natural persons, residing in Elberton, Georgia or ▇▇▇▇▇▇ County, Georgia (“Community Resident”), and then to shareholders of record of Oconee on the last day of the month immediately preceding the effectiveness of the Offering Statement filed by Oconee to register the shares of Oconee Conversion Stock (“Eligible Oconee Shareholders”). The Community Offering, if any, shall be for a period of [TBD] unless extended by Oconee and Elberton, and shall commence concurrently with, during or promptly after the Subscription Offering. Oconee may use an investment banking firm or firms on a best efforts basis to sell Oconee Conversion Stock in the Subscription Offering and the Community Offering. Oconee may pay a commission or other fee to such investment banking firm or firms as to the shares sold by such firm or firms in the Subscription Offering and the Community Offering and may also reimburse such firm or firms for expenses incurred in connection with the sale. The Oconee Conversion Stock will be offered and sold in the Community Offering, in accordance with OCC regulations, so as to achieve the widest distribution of the Oconee Conversion Stock. Oconee, in its sole and absolute discretion, may reject, in whole or in part, purchase orders received from any Person under this section. In the event of an oversubscription for shares of Oconee Conversion Stock in the Community Offering, the available shares shall be allocated first to each Community Resident whose order is accepted in an amount equal to the lesser of 100 shares or the number of shares subscribed for by each such Community Resident, if possible. Thereafter, unallocated shares shall be allocated among the Community Residents whose accepted orders remain unsatisfied on an equal number of shares per order basis until all available shares have been allocated, provided that no fractional shares shall be issued. If there are any shares remaining after all accepted orders by Community Residents have been satisfied, such remaining...