Deposit of Stock. (a) Each Beneficiary shall promptly deliver to the Trustee certificates for transfer the following shares ("Trust Shares") to the Trustee: Percentage No. of Shares Ownership in deposited in Company Name Trust represented by Shares --------------------------------------- -------------- ----------------- Lin Family Partners, Ltd. 4,000,000 14.5% --------------------------------------- -------------- ----------------- Yuan Lin, Trustee of Y-C Irrevocable 3,000,000 10.83% ▇▇▇▇▇▇ ▇rust --------------------------------------- -------------- ----------------- Yuan Lin 2,000,000 7.24% --------------------------------------- -------------- ----------------- J.T. Lin 1,064,000 3.84% --------------------------------------- -------------- ----------------- Yuchin Lin 506,000 1.22% --------------------------------------- -------------- ----------------- Alex H. Lin -0- -0- --------------------------------------- -------------- ----------------- Tao Lin -0- -0- --------------------------------------- -------------- ----------------- Total Shares 10,570,000 19% --------------------------------------- -------------- ----------------- Such Trust Shares shall be held by the Trustee for the benefit of the Beneficiaries under this Agreement. (b) Beneficiaries collectively own an additional 4,494,000 shares ("Non Trust Shares"), representing 16.22% of the outstanding common stock of the Company as of December 31, 2001, which shares are not being deposited into the trust created by this Agreement. (c) During the term of this Agreement and any renewal and extension hereof, the Trust Shares and the Non Trust Shares shall be subject to a quarterly adjustment such that the aggregate number of Trust Shares and Non Trust Shares as of the beginning of each calendar quarter shall not exceed nineteen percent (19%) of the total issued and outstanding voting Common Stock. If at any time prior to the expiration or termination of this Agreement, the Company issues additional shares of common stock or a Beneficiary, or any other affiliate of J.T. Lin purchases or otherwise acquires or obtains any additional shar▇▇ ▇▇ ▇▇mmon stock of the Company, or any Beneficiary sells or otherwise transfers any of such Beneficiary's Trust Shares in accordance with the terms of this Agreement, then any such adjustment shall be made on a pro-rata basis among all of the Beneficiaries. Any such additional shares acquired or obtained by a Beneficiary shall be transferred and delivered immediately by the Beneficiary to the Trustee, duly endorsed for transfer or accompanied by a duly executed stock power and shall immediately become subject to this Agreement and all of its provisions. References hereinafter to shares of the Company's stock subject to this Agreement shall include all shares of stock of the Company hereafter purchased or otherwise acquired by the Beneficiaries and automatically made subject to the provisions of this Agreement by this Section 1.01(c). Promptly upon receipt of such new certificates representing shares of the Company's stock, the Trustee shall cause the certificates to be surrendered to the Company and canceled and new certificates issued to and in the name of the Trustee in replacement of the old certificates, and shall cause the Trustee's ownership as a Trustee pursuant to this Agreement to be entered in the stock transfer records of the Company. The Trustee shall cause such new certificates to bear a legend on the face thereof in the form specified in Section 2.04. (d) If at any time prior to the expiration or termination of this Agreement, the aggregate number of the shares owned by all Beneficiaries is less than nineteen percent (19%) as of the end of a quarter, the Trustee shall cause certificate(s) representing the number of shares of Common Stock needed to bring the total ownership of the Beneficiaries to 19% to be surrendered to the Company and new certificates issued to the Beneficiaries on a pro-rata basis, and shall cause the Beneficiaries' ownership to be reflected in the Company's stock transfer records.
Appears in 1 contract
Deposit of Stock. (a) Each Beneficiary shall promptly deliver to the Trustee certificates for transfer the following shares ("Trust Shares") to the Trustee: Percentage No. of Shares Ownership in deposited in Company Name Trust represented by Shares --------------------------------------- -------------- ----------------- Lin Family Partners, Ltd. 4,000,000 14.5% --------------------------------------- -------------- ----------------- Yuan Lin▇▇▇▇ ▇▇▇, Trustee of Y-C Irrevocable 3,000,000 10.83% Living Trust --------------------------------------- -------------- ----------------- ▇▇▇▇ ▇▇▇ 2,000,000 7.24% --------------------------------------- -------------- ----------------- ▇.▇. ▇▇▇ 1,064,000 3.84% --------------------------------------- -------------- ----------------- ▇▇▇▇▇▇ ▇rust --------------------------------------- -------------- ----------------- Yuan Lin 2,000,000 7.24% --------------------------------------- -------------- ----------------- J.T. Lin 1,064,000 3.84% --------------------------------------- -------------- ----------------- Yuchin Lin ▇▇ 506,000 1.22% --------------------------------------- -------------- ----------------- Alex H. Lin ▇▇▇▇ ▇. ▇▇▇ -0- -0- --------------------------------------- -------------- ----------------- Tao Lin ▇▇▇ ▇▇▇ -0- -0- --------------------------------------- -------------- ----------------- Total Shares 10,570,000 19% --------------------------------------- -------------- ----------------- Such Trust Shares shall be held by the Trustee for the benefit of the Beneficiaries under this Agreement.
(b) Beneficiaries collectively own an additional 4,494,000 shares ("Non Trust Shares"), representing 16.22% of the outstanding common stock of the Company as of December 31, 2001, which shares are not being deposited into the trust created by this Agreement.
(c) During the term of this Agreement and any renewal and extension hereof, the Trust Shares and the Non Trust Shares shall be subject to a quarterly adjustment such that the aggregate number of Trust Shares and Non Trust Shares as of the beginning of each calendar quarter shall not exceed nineteen percent (19%) of the total issued and outstanding voting Common Stock. If at any time prior to the expiration or termination of this Agreement, the Company issues additional shares of common stock or a Beneficiary, or any other affiliate of J.T. Lin ▇.▇. ▇▇▇ purchases or otherwise acquires or obtains any additional shar▇▇ ▇▇ ▇▇mmon shares of common stock of the Company, or any Beneficiary sells or otherwise transfers any of such Beneficiary's Trust Shares in accordance with the terms of this Agreement, then any such adjustment shall be made on a pro-rata basis among all of the Beneficiaries. Any such additional shares acquired or obtained by a Beneficiary shall be transferred and delivered immediately by the Beneficiary to the Trustee, duly endorsed for transfer or accompanied by a duly executed stock power and shall immediately become subject to this Agreement and all of its provisions. References hereinafter to shares of the Company's stock subject to this Agreement shall include all shares of stock of the Company hereafter purchased or otherwise acquired by the Beneficiaries and automatically made subject to the provisions of this Agreement by this Section 1.01(c). Promptly upon receipt of such new certificates representing shares of the Company's stock, the Trustee shall cause the certificates to be surrendered to the Company and canceled and new certificates issued to and in the name of the Trustee in replacement of the old certificates, and shall cause the Trustee's ownership as a Trustee pursuant to this Agreement to be entered in the stock transfer records of the Company. The Trustee shall cause such new certificates to bear a legend on the face thereof in the form specified in Section 2.04.
(d) If at any time prior to the expiration or termination of this Agreement, the aggregate number of the shares owned by all Beneficiaries is less than nineteen percent (19%) as of the end of a quarter, the Trustee shall cause certificate(s) representing the number of shares of Common Stock needed to bring the total ownership of the Beneficiaries to 19% to be surrendered to the Company and new certificates issued to the Beneficiaries on a pro-rata basis, and shall cause the Beneficiaries' ownership to be reflected in the Company's stock transfer records.
Appears in 1 contract
Deposit of Stock. (a) Each Beneficiary shall promptly deliver to the Trustee certificates for transfer the following shares ("Trust Shares") to the Trustee: Percentage No. of Shares Ownership in deposited in Company Name Trust represented by Shares --------------------------------------- -------------- ----------------- Lin Family Partners, Ltd. 4,000,000 14.5% --------------------------------------- -------------- ----------------- Yuan Lin▇▇▇▇ ▇▇▇, Trustee of Y-C Irrevocable 3,000,000 10.83% Living Trust --------------------------------------- -------------- ----------------- ▇▇▇▇ ▇▇▇ 2,000,000 7.24% --------------------------------------- -------------- ----------------- ▇.▇. ▇▇▇ 1,064,000 3.84% --------------------------------------- -------------- ----------------- ▇▇▇▇▇▇ ▇rust --------------------------------------- -------------- ----------------- Yuan Lin 2,000,000 7.24% --------------------------------------- -------------- ----------------- J.T. Lin 1,064,000 3.84% --------------------------------------- -------------- ----------------- Yuchin Lin ▇▇ 506,000 1.22% --------------------------------------- -------------- ----------------- Alex H. Lin ▇▇▇▇ ▇. ▇▇▇ -0- -0- --------------------------------------- -------------- ----------------- Tao Lin ▇▇▇ ▇▇▇ -0- -0- --------------------------------------- -------------- ----------------- Total Shares 10,570,000 19% --------------------------------------- -------------- ----------------- Such Trust Shares shall be held by the Trustee for the benefit of the Beneficiaries under this Agreement.
(b) Beneficiaries collectively own an additional 4,494,000 shares ("Non Trust Shares"), representing 16.22% of the outstanding common stock of the Company as of December 31, 2001, which shares are not being deposited into the trust created by this Agreement.
(c) During the term of this Agreement and any renewal and extension hereof, the Trust Shares and the Non Trust Shares shall be subject to a quarterly adjustment such that the aggregate number of Trust Shares and Non Trust Shares as of the beginning of each calendar quarter shall not exceed nineteen percent (19%) of the total issued and outstanding voting Common Stock. If at any time prior to the expiration or termination of this Agreement, the Company issues additional shares of common stock or a Beneficiary, or any other affiliate of J.T. Lin ▇.▇. ▇▇▇ purchases or otherwise acquires or obtains any additional shar▇▇ ▇▇ ▇▇mmon shares of common stock of the Company, or any Beneficiary sells or otherwise transfers any of such Beneficiary's Beneficiary`s Trust Shares in accordance with the terms of this Agreement, then any such adjustment shall be made on a pro-rata basis among all of the Beneficiaries. Any such additional shares acquired or obtained by a Beneficiary shall be transferred and delivered immediately by the Beneficiary to the Trustee, duly endorsed for transfer or accompanied by a duly executed stock power and shall immediately become subject to this Agreement and all of its provisions. References hereinafter to shares of the Company's Company`s stock subject to this Agreement shall include all shares of stock of the Company hereafter purchased or otherwise acquired by the Beneficiaries and automatically made subject to the provisions of this Agreement by this Section 1.01(c). Promptly upon receipt of such new certificates representing shares of the Company's Company`s stock, the Trustee shall cause the certificates to be surrendered to the Company and canceled and new certificates issued to and in the name of the Trustee in replacement of the old certificates, and shall cause the Trustee's Trustee`s ownership as a Trustee pursuant to this Agreement to be entered in the stock transfer records of the Company. The Trustee shall cause such new certificates to bear a legend on the face thereof in the form specified in Section 2.04.
(d) If at any time prior to the expiration or termination of this Agreement, the aggregate number of the shares owned by all Beneficiaries is less than nineteen percent (19%) as of the end of a quarter, the Trustee shall cause certificate(s) representing the number of shares of Common Stock needed to bring the total ownership of the Beneficiaries to 19% to be surrendered to the Company and new certificates issued to the Beneficiaries on a pro-rata basis, and shall cause the Beneficiaries' ` ownership to be reflected in the Company's Company`s stock transfer records.
Appears in 1 contract