Issues of securities Sample Clauses

The "Issues of Securities" clause defines the terms and conditions under which a company may create and distribute new shares, bonds, or other financial instruments to investors. It typically outlines the procedures for authorizing new securities, the rights attached to them, and any restrictions or requirements for their issuance, such as board approval or compliance with regulatory standards. This clause ensures that the process of issuing securities is transparent and controlled, helping to prevent unauthorized dilution of ownership and to maintain investor confidence.
Issues of securities. No securities (within the meaning of section 254(1), ICTA 1988) issued by the Company and remaining in issue at the date of this Agreement were issued in such circumstances that the interest payable thereon falls to be treated as a distribution under either sections 209(2)(d), 209(2)(da) or 209(2)(e), ICTA 1988, nor has the Company agreed to issue such securities in such circumstances.
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Issues of securities. No securities (within the meaning of section 254(1), TA 88) issued by any Group Company and remaining in issue at the date of this Agreement were issued in such circumstances that the interest payable on than falls to be treated as a distribution under either sections 209(2)(d), 209(2)(da) or 209(2)(e), TA 88.
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Issues of securities. Unless the Shareholders agree otherwise in writing, to the extent this agreement entitles Boral to subscribe for additional JV Shares (or any other equity securities issued by the Companies in accordance with this agreement), then without limiting clause 22.1(b): (a) Boral Holder 1 must subscribe for any component of the entitlement comprising JVC 1 Shares (or other JVC 1 securities); and (b) Boral Holder 2 must subscribe for any component of the entitlement comprising JVC 2 Shares (or other JVC 2 securities).
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Issues of securities. 9.1 Each of the Holdcos warrants, represents and undertakes to CEDC: 9.1.1 it is an “accredited investor” within the definition of such term set out in Rule 501(a) of Regulation D under the Securities Act; 9.1.2 it is acquiring the Substitution Stock for its own account for the purpose of investment and not with a view to, or for sale in connection with, any distribution thereof in violation of the Securities Act; 9.1.3 it understands, acknowledges and agrees that: (a) on delivery, the Substitution Stock will not have been registered under the Securities Act; (b) the delivery of Substitution Stock is intended as a transaction qualifying under Section 4(2) of the Securities Act and Rule 506 of Regulation D promulgated thereunder; (c) the Substitution Stock may not be transferred or resold except pursuant to: (i) an effective registration statement under the Securities Act covering such proposed transfer or resale and where such transfer or resale is made in accordance with such registration statement; or (1) a transfer or resale that is eligible under Rule 144 and is made pursuant thereto; or (2) a transaction exempt from registration under the Securities Act; and which, in each case, is otherwise made in accordance with applicable securities laws and does not adversely affect CEDC’s ability to issue the Substitution Stock through an exemption from registration under the Securities Act, and: (A) in the event of a proposed transfer or resale pursuant to this Clause 9.1.3(c)(ii) the transferor/seller provides: (1) written notice to CEDC of its intention to transfer or resell any shares of CEDC Common Stock, including a reasonably detailed statement of the circumstances surrounding the proposed transfer or resale, no later than five Business Days prior to effecting such transfer or resale; and (2) CEDC with a legal opinion from independent, internationally recognised legal counsel experienced in such matters, which legal opinion shall be in customary form reasonably acceptable to CEDC and shall state that such transfer or resale is eligible under Rule 144 or is made in a transaction exempt from registration under the Securities Act and, in each case, is made in a transaction exempt from registration under the Securities Act and, in each case, is otherwise made in accordance with applicable securities laws, provided that in the case of any transfer or resale made pursuant to Rule 144, the transferor/seller may provide such notice and legal opinion in respect of...
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Issues of securities. If, on or after the Notice Date: (a) any shares, convertible securities or other securities of any nature of Vital or any member of the Vital Group by way of bonus issue, are issued, agreed to be issued or made the subject of any option or right to subscribe (except in the circumstances referred to in clause 5.3(d); and (b) Empire waives the condition contained in clause 5.3(d), the Acceptors will be bound to transfer any such securities or other rights and interests to Empire and the consideration per relevant Share provided for under clause 2.1 will be reduced to take account of such issue.
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Issues of securities. The Securities of each Issue shall be in such aggregate principal amount, shall be issuable in such classes or series with such relative rights and benefits, shall bear such date or dates, shall be payable at such place or places, shall mature on such date, shall bear interest at such rate payable in such installments and on such dates, as shall be fixed and determined by the Board of Directors, and as shall be specified in the Supplement for such Issue. Each Issue of Securities shall be created by a Supplement incorporating by reference these Standard Terms of Trust Agreement, which shall be authorized by a resolution of the Board of Directors delivered to the Trustee.
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Issues of securities. REFERRED TO THE IBEX 35® INDEX 15,000 € year 2. INVESTMENT FUNDS,DEPOSIT AND INSURANCE CONTRACTS REFERRED TO IBEX 35® INDEX (Not Exchange Traded Funds) 15,000 € year
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Issues of securities the issue and terms of issue of any Securities in any member of the Company Group;
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Issues of securities 
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Related to Issues of securities

  • Purchases of Securities PFPC Trust shall settle purchased securities upon receipt of Oral Instructions or Written Instructions that specify: (i) the name of the issuer and the title of the securities, including CUSIP number if applicable; (ii) the number of shares or the principal amount purchased and accrued interest, if any; (iii) the date of purchase and settlement; (iv) the purchase price per unit; (v) the total amount payable upon such purchase; (vi) the Portfolio involved; and (vii) the name of the person from whom or the broker through whom the purchase was made. PFPC Trust shall upon receipt of securities purchased by or for a Portfolio (or otherwise in accordance with standard market practice) pay out of the monies held for the account of the Portfolio the total amount payable to the person from whom or the broker through whom the purchase was made, provided that the same conforms to the total amount payable as set forth in such Oral Instructions or Written Instructions.

  • Sales of Securities Upon receipt of Proper Instructions, the Custodian shall make delivery of securities which have been sold for the account of the Fund, but only against payment therefor in the form of: (a) cash, certified check, bank cashier's check, bank credit, or bank wire transfer; (b) credit to the account of the Custodian with a clearing corporation of a national securities exchange of which the Custodian is a member; or (c) credit to the Account of the Custodian with a Securities System, in accordance with the provisions of Section 2.22 hereof. Notwithstanding the foregoing: (i) in the case of the sale of securities, the settlement of which occurs outside of the United States of America, such securities shall be delivered and paid for in accordance with local custom and practice generally accepted by Institutional Clients in the country in which the settlement occurs, but in all events subject to the standard of care set forth in Article V hereof; and (ii) in the case of securities held in physical form, such securities shall be delivered and paid for in accordance with "street delivery custom" to a broker or its clearing agent, against delivery to the Custodian of a receipt for such securities, provided that the Custodian shall have taken reasonable steps to ensure prompt collection of the payment for, or return of, such securities by the broker or its clearing agent, and provided further that, subject to the standard of care set forth in Article V hereof, the Custodian shall not be responsible for the selection of or the failure or inability to perform of such broker or its clearing agent.

  • Terms of Securities A Board Resolution, a supplemental indenture hereto or an Officers’ Certificate shall establish whether the Securities of a Series shall be issued in whole or in part in the form of one or more Global Securities and the Depositary for such Global Security or Securities.

  • Status of Securities The shares of Voting Common Stock and shares of Convertible Preferred Stock (upon filing of the related Preferred Stock Certificates of Designation with the Georgia Secretary) have been duly authorized by all necessary corporate action. When issued and sold against receipt of the consideration therefor as provided in this Agreement, such shares of Voting Common Stock and Convertible Preferred Stock will be validly issued, fully paid and nonassessable, will not subject the holders thereof to personal liability and will not be subject to preemptive rights of any other stockholder of the Company. The shares of Non-Voting Common Stock issuable upon the conversion of the Series G Convertible Preferred Stock will, upon receipt of the approval by the Company’s stockholders of the Stockholder Proposals and filing of the related Series G Preferred Stock Certificate of Designation with the Georgia Secretary, have been duly authorized by all necessary corporate action and when so issued upon such conversion or exercise will be validly issued, fully paid and nonassessable, will not subject the holders thereof to personal liability and will not be subject to preemptive rights of any other stockholder of the Company. The shares of Voting Common Stock issuable upon the conversion of each of the Series F Convertible Preferred Stock and Purchaser Non-Voting Shares will, upon receipt of the approval by the Company’s stockholders of the Stockholder Proposals and filing of the related Preferred Stock Certificates of Designation to the Articles of Incorporation with the Georgia Secretary, have been duly authorized by all necessary corporate action and when so issued upon such conversion or exercise will be validly issued, fully paid and nonassessable, will not subject the holders thereof to personal liability and will not be subject to preemptive rights of any other stockholder of the Company. When issued in accordance with Section 4.7(j), the Indemnity Shares will be duly authorized by all necessary corporate action and will be validly issued, fully paid and non-assessable, will not subject the holders thereof to personal liability and will not be subject to preemptive rights of any other stockholder of the Company.

  • Prior Sales of Securities Except as set forth in the Registration Statement, the Time of Sale Disclosure Package and the Final Prospectus, the Company has not sold or issued any shares of Common Stock during the six-month period preceding the date hereof, including any sales pursuant to Rule 144A under, or Regulations D or S of, the Securities Act, other than shares issued pursuant to employee benefit plans, stock option plans or other employee compensation plans or pursuant to outstanding preferred stock, options, rights or warrants or other outstanding convertible securities.