Filing of Articles of Arrangement Clause Samples

The Filing of Articles of Arrangement clause requires that formal documents outlining a proposed corporate arrangement be submitted to the appropriate governmental authority. In practice, this means that after parties agree to a merger, amalgamation, or other significant restructuring, they must prepare and file detailed articles describing the terms and structure of the arrangement. This clause ensures that the arrangement is legally recognized and compliant with statutory requirements, thereby providing legal certainty and transparency for all stakeholders involved.
Filing of Articles of Arrangement. The Articles of Arrangement and the Certificate of Arrangement shall be filed and issued, respectively, with respect to this Arrangement in its entirety. The Certificate of Arrangement shall be conclusive evidence that the Arrangement has become effective and that each of the provisions of Section 2.4 has become effective in the sequence and at the times set out therein. If no Certificate of Arrangement is required to be issued by the Director pursuant to subsection 183(2) of the OBCA, the Arrangement shall become effective on the date specified by Stars when the Articles of Arrangement are sent to the Director pursuant to subsection 183(1) of the OBCA (which date shall be the Business Day following the date the Articles of Arrangement are sent to the Director) and such date shall be the “Effective Date” for purposes of this Plan of Arrangement.”; (n) by deleting Section 2.4(a) of Schedule A (Form of Plan of Arrangement) in its entirety and replacing it with the following: (a) each Stars Share held by a Dissenting Shareholder entitled to be paid fair value for its Dissent Shares will be deemed to be transferred by the holder thereof, without any further act or formality on its part, to Stars in consideration for a claim against Stars for an amount determined in accordance with Article 3 and thereupon: (i) each Dissenting Shareholder will have only the rights set out in Article 3 and will cease to be the holder of such Dissent Shares; (ii) such Dissenting Shareholder’s name will be removed from Stars’ register of Stars Shares; and (iii) such Stars Shares shall be automatically cancelled as of the Effective Time”; (o) by deleting Section 2.4(b) of Schedule A (Form of Plan of Arrangement) in its entirety and replacing it with the following:
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Filing of Articles of Arrangement. The Articles of Arrangement and the Certificate of Arrangement shall be filed and issued, respectively, with respect to this Arrangement in its entirety. The Certificate of Arrangement shall be conclusive evidence that the Arrangement has become effective and that each of the provisions of Section 3.1 has become effective in the sequence and at the times set out therein.
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Filing of Articles of Arrangement. The Certificate shall be conclusive evidence that the Arrangement has become effective and that each of the steps, events or transactions set out in Section 3.1 and, subject to the satisfaction or waiver of the Closing Conditions, Section 3.2, have become effective in the sequence and at the times set out therein.
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Filing of Articles of Arrangement. If the Final Order is obtained, as soon as reasonably practicable thereafter but in no event earlier than April 3, 2000, and with the approval of Acquireco, subject to the satisfaction, waiver or release of the conditions set forth in Article VIII, Company shall file Articles of Arrangement, and such other documents as may be required under the CBCA, with the Director to give effect to the Arrangement pursuant to subsection 192(7) of the CBCA. Notwithstanding the foregoing, if the proposed date of filing of the Articles of Arrangement and the completion of the Arrangement, as determined in accordance with this Section 2.05, would result in the Effective Date occurring within fifteen (15) trading days after the record date set by Parent for its stockholders with respect to the spin-off of Parent's cardiovascular business, then the date of filing of the Articles of Arrangement and the completion of the Arrangement shall be postponed to a date that would result in the Effective Date occurring no sooner than fifteen (15) trading days after such record date.
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Filing of Articles of Arrangement. Subject to the rights of termination contained in Article 6 hereof, upon the Shareholders approving the Arrangement by special resolution passed by a majority of not less than two-thirds of the votes cast by Shareholders in respect of such resolution at the Meeting in accordance with the Interim Order and the QBCA, Globex obtaining the Final Order and the other conditions contained in Article 5 hereof being complied with or waived, Globex shall send Articles of Arrangement to the Enterprise Registrar in accordance with section 419 of the QBCA and Globex and CIM shall send such other documents, if any, to the Enterprise Registrar as may be required in order to effect the Arrangement. Upon the issue by the Enterprise Registrar of the certificate giving effect to the Arrangement pursuant to section 420 of the QBCA, Globex and CIM shall exchange (to the extent not previously exchanged) such other documents as may be necessary or desirable in connection with the completion of the transactions contemplated by the Plan of Arrangement and this Agreement.
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Filing of Articles of Arrangement. Subject to the rights of termination contained in Article 9 hereof, upon the holders of each class of NRG Securities approving the Arrangement by special resolution in accordance with the provisions of the ABCA and NRG obtaining the Final Order and the satisfaction or waiver of all condition precedents, NRG shall file with the Registrar under the ABCA Articles of Arrangement, together with such other documents as may be required in order to effect the Arrangement.
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Filing of Articles of Arrangement. At 10:00 a.m. on the Effective Date, which shall occur on the Business Day after the day on which the parties have met as provided in Section 7.1, Silver Eagle will forthwith file the Articles of Arrangement and all other documents necessary to effect the Arrangement with the Director to become effective as of the Effective Time.
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Filing of Articles of Arrangement. Subject to the prior satisfaction or waiver of all conditions set forth herein, the Fund Entities intend to file the Articles of Arrangement on January 1, 2011 or on such other date as the EnerMark Board determines is in the best interest of the Fund, EELP and the Unitholders.
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Filing of Articles of Arrangement. The Articles of Arrangement and the Certificate of Arrangement shall be filed and issued, respectively, with respect to this Arrangement in its entirety. The Certificate of Arrangement shall be conclusive evidence that the Arrangement has become effective and that each of the provisions of Section 2.4 has become effective in the sequence and at the times set out therein. If no Certificate of Arrangement is required to be issued by the Director pursuant to subsection 183(2) of the OBCA, the Arrangement shall become effective on the date that the Articles of Arrangement are sent to the Director pursuant to subsection 183(1) of the OBCA and such date shall be the “Effective Date” for purposes of this Plan of Arrangement.
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Related to Filing of Articles of Arrangement

  • Plan of Arrangement (a) As soon as is reasonably practicable, QAT will forthwith file, proceed with and diligently prosecute an application for an Interim Order providing for, among other things, the calling and holding of the QAT Meeting for the purpose of considering and, if deemed advisable, approving the Arrangement Resolution and any other matters to be considered at the QAT Meeting. (b) Provided all necessary approvals for the Arrangement Resolution are obtained from the QAT Shareholders, QAT shall submit the Arrangement to the Court and apply for the Final Order. (c) Upon issuance of the Final Order and subject to the conditions precedent in Article 5, QAT and Newco shall forthwith jointly file the Articles of Arrangement and Articles of Amalgamation and such other documents as may be required to give effect to the Arrangement with the Director pursuant to Section 183 of the OBCA, whereupon the transactions comprising the Arrangement shall occur and shall be deemed to have occurred in the order set out therein without any further act or formality.

  • Articles of Merger The Parties agree that, as soon as practicable after satisfaction of all conditions to the Merger, they will jointly file executed Articles of Merger with the Department and make all other filings or recordings required by Maryland law in connection with the Merger.

  • Articles of Dissolution Upon the dissolution and commencement of the winding up of the Company, the Member shall cause Articles of Dissolution to be executed on behalf of the Company and filed with the Secretary of State, and the Member shall execute, acknowledge and file any and all other instruments necessary or appropriate to reflect the dissolution of the Company.

  • CONDITIONS TO CONSUMMATION OF MERGER 35 5.1 Conditions to Each Party's Obligations........................................................ 35 5.2 Conditions to Obligations of the Parent and the Acquisition Subsidiary........................ 36 5.3 Conditions to Obligations of the Company...................................................... 37

  • Certificate of Merger or Conversion Upon the required approval by the Manager of a Merger Agreement or a Plan of Conversion, as the case may be, a certificate of merger or certificate of conversion, as applicable, shall be executed and filed with the Secretary of State of the State of Delaware in conformity with the requirements of the Delaware Act.