Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i). (b) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, in any other case, it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy at such adjourned meeting. (c) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 9 contracts
Sources: Warrant Indenture (Columbia Care Inc.), Warrant Indenture (Columbia Care Inc.), Warrant Indenture (Columbia Care Inc.)
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants Common Shares that could be acquired and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Common Shares that could be acquired at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 10% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 5 contracts
Sources: Warrant Indenture (mCloud Technologies Corp.), Warrant Indenture (mCloud Technologies Corp.), Warrant Indenture (mCloud Technologies Corp.)
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrant Shares that may be acquired on exercise of the Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrant Shares that may be acquired on exercise of the Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Warrant Shares that may be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Warrant Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 4 contracts
Sources: Warrant Indenture (Bunker Hill Mining Corp.), Warrant Indenture, Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding Warrants to acquire at least 1020% of the aggregate number of then outstanding Warrants Common Shares that could be acquired and passed by the affirmative votes of Registered Warrantholders holding Warrants to acquire not less than 66 2/3% of the aggregate number of then outstanding Warrants Common Shares that could be acquired at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding Warrants to acquire at least 1020% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1020% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 3 contracts
Sources: Warrant Indenture (Augusta Gold Corp.), Warrant Indenture (Vista Gold Corp), Warrant Indenture (Vista Gold Corp)
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Common Shares that could be acquired and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Common Shares that could be acquired at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) . If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) . Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 3 contracts
Sources: Warrant Indenture, Warrant Indenture, Warrant Indenture
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 5.11 and in Section 7.145.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Warrant holders duly convened for that purpose and held in accordance with the provisions of this Article 7 V at which there are present in person or by proxy Warrantholders holding Warrant holders entitled to acquire at least 1066 2/3% of the aggregate number of shares which could be acquired pursuant to all of the then outstanding Warrants Warrants, and passed by the affirmative votes of Warrantholders holding Warrant holders entitled to acquire not less than 66 2/3% of the aggregate number of shares which could be acquired pursuant to all of the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders holding Warrant holders entitled to acquire at least 1066 2/3% of the aggregate number of shares which could be acquired pursuant to all of the then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Warrant holders or on a WarrantholdersHolders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand be adjourned to such day, Business Day being not less than 15 or more than 60 14 days later, later than such date and to such place and time as may be appointed determined by the chairman. Not less than 14 days’ prior notice shall be given chairman of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 3 contracts
Sources: Warrant Agreement (Masonite International Corp), Warrant Agreement (Masonite International Corp), Warrant Agreement (Masonite International Corp)
Meaning of Extraordinary Resolution. (a) a. The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture means, subject as hereinafter provided in this Section 7.11 section and in Section section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Purchase Warrants and passed by the affirmative votes of Warrantholders holding entitled to acquire not less than 66 2/3% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Purchase Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) b. If, at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Purchase Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 ten days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Purchase Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes c. Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 3 contracts
Sources: Warrant Indenture (Golden Star Resources LTD), Warrant Indenture (Golden Star Resources LTD), Warrant Indenture (Golden Star Resources LTD)
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 9.11 and in Section 7.149.14, a resolution: resolution (i) proposed passed at a meeting of Warrantholders the holders of Warrants duly convened for that purpose and held in accordance with the provisions of this Article 7 IX at which there are holders of Warrants present in person or represented by proxy Warrantholders holding representing at least 1025% of the aggregate number of all the then outstanding Warrants and passed by the affirmative votes vote of Warrantholders holding representing not less than 66 2/3% of the aggregate number of all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) adopted by an instrument in writing signed by the holders of at least Warrants representing not less than 66 2/3% percent of the aggregate number of all the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i)Warrants.
(b2) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredResolution, Warrantholders holding entitled to purchase at least 1025% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, meeting then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days ten (10) Business Days later, and to such place and time as may be appointed by the chairman. Not less than 14 three (3) days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.23.6. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 9.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding representing at least 1025% of all the aggregate number of then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 3 contracts
Sources: Warrant Indenture (Titan Medical Inc), Warrant Indenture (Titan Medical Inc), Warrant Indenture (Titan Medical Inc)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” extraordinary resolution when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding entitled to acquire not less than 66 2/3% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 five days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 3 contracts
Sources: Warrant Indenture (Transatlantic Petroleum Corp.), Warrant Indenture (Transatlantic Petroleum Corp.), Warrant Indenture (Transatlantic Petroleum Corp.)
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there the holders of not less than 25% of the principal amount of the Debentures then outstanding, and if the meeting is a Serial Meeting, at which holders of not less than 25% of the principal amount of the Debentures then outstanding of each especially affected series, are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the holders of not less than 66 66-2/3% of the aggregate number principal amount of then outstanding Warrants the Debentures, and if the meeting is a Serial Meeting by the affirmative vote of the holders of not less than 66-2/3% of each especially affected series, in each case present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants and, if the meeting is a Serial Meeting, 25% of the principal amount of the Debentures then outstanding of each especially affected series, in each case are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ prior ' notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.212.2. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided of holders of not less than 66-2/3% of the principal amount of the Debentures and, if the meeting is a Serial Meeting, by the affirmative vote of the holders of not less than 66-2/3% of the principal amount of the Debentures of each especially affected series, in Section 7.11(a) each case present or represented by proxy at the meeting voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of not less than 25% in principal amount of the Debentures then outstanding, and if the meeting is a Serial Meeting, holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants of each especially affected series, are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 3 contracts
Sources: Convertible Debenture Indenture (Crailar Technologies Inc), Convertible Debenture Indenture (Crailar Technologies Inc), Convertible Debenture Indenture (Crailar Technologies Inc)
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this to Section 7.11 and in Section 7.146.13, a resolution: (i) resolution proposed to be passed as an extraordinary resolution at a meeting of Special Warrantholders duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there are present 6 and attended in person or by proxy by Special Warrantholders holding not less than fifty per cent (50%) of the Special Warrants outstanding and passed by not less than sixty-six and two-thirds per cent (66 2/3%) of the votes cast upon such resolution. If, at any meeting called for the purpose of passing an Extraordinary Resolution, Special Warrantholders holding at least 10% fifty per cent (50%) of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10% of the aggregate number of then outstanding Special Warrants are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, meeting if convened by Special Warrantholders or on a Special Warrantholders’ Request' request, shall be dissolved, but, ; but in any other case, case it shall stand be adjourned to such day, being not less than 15 fifteen (15) or more than 60 thirty (30) days later, and to such place and time as may be appointed by the chairman. Not less than 14 ten (10) days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.29.2. Such notice shall state that at the adjourned meeting the Special Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called convened or any other particulars. At the adjourned meeting the Special Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in this Section 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Special Warrantholders holding at least 10% fifty per cent (50%) of the aggregate number of then Special Warrants outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) . Subject to Section 7.146.13 hereof, votes on an Extraordinary Resolution shall always be given on a poll, and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 3 contracts
Sources: Special Warrant Indenture (Ivanhoe Mines LTD), Special Warrant Indenture (Ivanhoe Mines LTD), Special Warrant Indenture (Ivanhoe Mines LTD)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding representing at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding representing not less than 66 2/3% of the aggregate number of then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders holding entitled to acquire at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 five days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding representing at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 3 contracts
Sources: Warrant Indenture (Oilsands Quest Inc), Warrant Indenture (Oilsands Quest Inc), Warrant Indenture (Oilsands Quest Inc)
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article ARTICLE 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1020% of the aggregate number of then Warrant Shares that may be acquired on exercise of the outstanding Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then Warrant Shares that may be acquired on exercise of the outstanding Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1020% of the aggregate number of then Warrant Shares that may be acquired on exercise of the outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairmanchair. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1020% of the aggregate number of Warrant Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 3 contracts
Sources: Warrant Indenture (Contact Gold Corp.), Warrant Indenture (Contact Gold Corp.), Warrant Indenture (Contact Gold Corp.)
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Common Shares that could be acquired on exercise of the Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Common Shares that could be acquired on exercise of the Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) 7.11 shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 3 contracts
Sources: Warrant Indenture, Warrant Indenture, Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Common Shares that could be acquired and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/375% of the aggregate number of then outstanding Warrants Common Shares that could be acquired at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 3 contracts
Sources: Warrant Indenture (Renaissance Oil Corp.), Warrant Indenture (Jet Metal Corp.), Warrant Indenture (Gold Standard Ventures Corp.)
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1020% of the aggregate number of all then outstanding Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of all then outstanding Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1020% of the aggregate number of all then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding at least 1020% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture (Organigram Holdings Inc.), Warrant Indenture (Organigram Holdings Inc.)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10two (2) Receiptholders holding more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts and passed by the affirmative votes of Warrantholders Receiptholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding at least 10two (2) Receiptholders holding more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Receiptholders or on a WarrantholdersReceiptholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 fourteen (14) or more than 60 thirty (30) days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ seven (7) days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting:
(i) if the Warrantholders extraordinary resolution purports to exercise any of the powers conferred pursuant to Subsection 7.10 (a), (d), (g), (i) or (j) or purports to change the provisions of this Section 7.11 or of Section 7.14 or purports to amend, alter or repeal any extraordinary resolution previously passed or sanctioned by the Receiptholders in exercise of the powers referred to in this paragraph, a quorum for the transaction of business shall consist of Receiptholders holding more than 25% of the then outstanding Subscription Receipts present in person or by proxy shall form proxy; and
(ii) in any other case, a quorum and may transact for the transaction of business for which the meeting was originally convened, and a resolution proposed at shall consist of such Receiptholders as are present in person or by proxy.
(c) At any such adjourned meeting and meeting, any resolution passed by the requisite vote votes as provided in Section Subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders Receiptholders holding at least 10more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy at such adjourned meeting.
(cd) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 2 contracts
Sources: Subscription Receipt Agreement (Obsidian Energy Ltd.), Subscription Receipt Agreement (Canetic Resources Trust)
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 1025% of the aggregate number of all then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% of the aggregate number of all then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 1025% of the aggregate number of all then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairmanchair. Not less than 14 days’ days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 1025% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture (Loncor Gold Inc.), Warrant Indenture (Integra Resources Corp.)
Meaning of Extraordinary Resolution. (a) The 8.11.1 In this Agreement, the expression “Extraordinary Resolution” when used in this Indenture means"extraordinary resolution" shall mean, subject as hereinafter provided in this Section 7.11 8.11 and in Section 7.148.13 provided, a resolution: (i) proposed resolution submitted at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 8 at which there are present in person or by proxy Warrantholders holding entitled to purchase at least 1025% (50% for any extraordinary resolution that would increase the Exercise Price, reduce the number of securities issuable on exercise of the Warrants (other than pursuant to adjustments provided for herein) or shorten the period of time prior to the Time of Expiry) of the aggregate number of Common Shares which may be purchased pursuant to all the then outstanding Warrants and passed adopted by the affirmative votes of Warrantholders holding entitled to purchase not less than 66 2/3% 66?% of the aggregate number of Common Shares which may be purchased pursuant to all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) 8.11.2 If, at any meeting called for the meeting at which purpose of adopting an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding entitled to purchase at least 1025% (50% for any extraordinary resolution that would increase the Exercise Price, reduce the number of securities issuable on exercise of the Warrants (other than pursuant to adjustments provided for herein) or shorten the period of time prior to the Time of Expiry) of the aggregate number of Common Shares which may be purchased pursuant to all the then outstanding Warrants are not present in person or by proxy within 30 minutes one-half hour after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, it shall stand adjourned to such day, being not less than 15 seven or more than 60 days 21 Business Days later, and to such place and time time, as may be appointed fixed by the chairmanchairperson. Not less than 14 5 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.25.1. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) Subsection 8.11.1 shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders holding entitled to purchase at least 1025% or 50%, as the case may be, of the aggregate number of Common Shares which may be purchased pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting and notwithstanding that a quorum is not present throughout such adjourned meeting.
(c) Subject to Section 7.14, votes 8.11.3 Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Agreement (Domtar Inc /Canada), Warrant Agreement (Domtar Inc /Canada)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10two (2) Receiptholders holding more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts and passed by the affirmative votes of Warrantholders Receiptholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding at least 10two (2) Receiptholders holding more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Receiptholders or on a Warrantholders’ Receiptholders' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 fourteen (14) or more than 60 thirty (30) days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ seven (7) days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting
(i) if the Warrantholders extraordinary resolution purports to exercise any of the powers conferred pursuant to Subsection 7.10 (a), (d), (g), (i) or (j) or purports to change the provisions of this Section 7.11 or of Section 7.14 or purports to amend, alter or repeal any extraordinary resolution previously passed or sanctioned by the Receiptholders in exercise of the powers referred to in this paragraph, a quorum for the transaction of business shall consist of Receiptholders holding more than 25% of the then outstanding Subscription Receipts present in person or by proxy shall form proxy; and
(ii) in any other case, a quorum and may transact for the transaction of business for which the meeting was originally convened, and a resolution proposed at shall consist of such Receiptholders as are present in person or by proxy.
(c) At any such adjourned meeting and meeting, any resolution passed by the requisite vote votes as provided in Section Subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders Receiptholders holding at least 10more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy at such adjourned meeting.
(cd) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 2 contracts
Sources: Subscription Receipt Agreement (Paramount Energy Trust), Subscription Receipt Agreement (Advantage Energy Income Fund)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding entitled to acquire not less than 66 2/3% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 14 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 five days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture, Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of Warrants then outstanding Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of Warrants then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of Warrants then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairmanchairperson. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding representing at least 1025% of the aggregate number of the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture (Vizsla Silver Corp.), Warrant Indenture (Vizsla Silver Corp.)
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there the holders of not less than 25% of the principal amount of the Debentures then outstanding, are present in person Person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the holders of not less than 66 2/3% of the aggregate number principal amount of then outstanding Warrants the Debentures present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are not present in person Person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ prior ' notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.213.2. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person Person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person Person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided in Section 7.11(a) of holders of not less than 66 2/3% of the principal amount of the Debentures present or represented by proxy at the meeting and voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of not less than 25% in principal amount of the aggregate number of Debentures then outstanding Warrants outstanding, are not present in person Person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Convertible Debenture Indenture (I-80 Gold Corp.), Convertible Debenture Indenture (I-80 Gold Corp.)
Meaning of Extraordinary Resolution. (a) 11.11.1 The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 11.11 and in Section 7.1411.14, a resolution: (i) resolution proposed at a meeting of Registered Special Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 11 at which there are present in person or by proxy Registered Special Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants Underlying Securities that could be acquired and passed by the affirmative votes of Registered Special Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Underlying Securities that could be acquired at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) 11.11.2 If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Special Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants Underlying Securities that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Special Warrantholders or on a Special Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.214.2. Such notice shall state that at the adjourned meeting the Registered Special Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Special Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) 11.11.1 shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Special Warrantholders holding entitled to acquire at least 10% of the aggregate number of Underlying Securities which may be acquired pursuant to all the then outstanding Special Warrants are not present in person or by proxy at such adjourned meeting.
(c) 11.11.3 Subject to Section 7.1411.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Special Warrant Indenture (Amaya Gaming Group Inc.), Special Warrant Indenture (Amaya Gaming Group Inc.)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: :
(i) proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, in any other case, it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture, Warrant Indenture
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject to the provisions of Section 10.8, and except as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10the holders of, collectively, not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are present in Person or by proxy and passed by the affirmative favourable votes of Warrantholders holding the holders of, collectively, not less than 66 2/3% 66⅔% of the aggregate number principal amount of then outstanding Warrants the Debentures present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be consideredholders of, Warrantholders holding at least 10collectively, not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are not present in person Person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 21 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ prior ' notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.212.2. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person Person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person Person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided in Section 7.11(a) of holders of, collectively, not less than 66⅔% of the aggregate principal amount of the Debentures present or represented by proxy at the meeting and voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of, collectively, not less than 25% in the aggregate principal amount of the aggregate number of Debentures then outstanding Warrants are not present in person Person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Indenture (C21 Investments Inc.), Indenture (C21 Investments Inc.)
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject to the provisions of Section 11.8, and except as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there the holders of not less than 25% of the aggregate principal amount of the Debentures then Outstanding are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the holders of not less than 66 2/3% 66⅔% of the aggregate number principal amount of then outstanding Warrants the Debentures present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants Outstanding are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 21 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.211.3. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person Person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided in Section 7.11(a) of holders of not less than 66⅔% of the aggregate principal amount of the Debentures present or represented by proxy at the meeting and voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of not less than 25% in the aggregate principal amount of the aggregate number of Debentures then outstanding Warrants are not present in person Person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of Warrants then outstanding and passed by the affirmative votes of Registered Warrantholders holding not less than two-thirds of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of Warrants then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 20 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 15 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section Subsection 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding representing at least 1025% of the aggregate number of then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture, Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolution” when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article 9, a resolution: (i) resolution proposed to be passed at a meeting of Warrantholders Holders duly convened for that purpose and held in accordance with the provisions of this Article 7 9 at which there are Holders present in person Person or by proxy Warrantholders holding at least 10of not less than 20% of the aggregate number of the Warrants then outstanding Warrants and passed by the affirmative votes of Warrantholders holding the Holders of not less than 66 2/3% of the aggregate number of the Warrants then outstanding Warrants represented at the meeting and voted on the a poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10Holders of not less than 20% of the aggregate number of Warrants then outstanding Warrants outstanding, are not present in person Person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of the Holders, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 seven days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2Article 10. Such notice shall must state that at the adjourned meeting meeting, the Warrantholders Holders present in person Person or by proxy shall form a quorum quorum, but that it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders Holders present in person Person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a9.12(1) shall be an Extraordinary Resolution within the meaning of this IndentureAgreement, notwithstanding that Warrantholders holding at least 10Holders of not less than 20% of the aggregate number of Warrants then outstanding Warrants are not present in person Person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Agency Agreement (TPCO Holding Corp.), Warrant Agency Agreement (Bespoke Capital Acquisition Corp)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 9.11 and in Section 7.149.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 9 at which there are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and quorum is present, passed by the affirmative votes of Warrantholders holding entitled to purchase not less than 66 2/3% 66⅔% of the aggregate number of then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution Resolution, quorum is to be considered, Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy established within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 fifteen (15) or more than 60 sixty (60) days later, and to such place and time as may be appointed determined by the chairman. Not less than 14 ten (10) days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.23.6. Such notice shall state that at the adjourned meeting the Warrantholders present in person Person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person Person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 9.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person Person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture (Energy Fuels Inc), Warrant Indenture (Energy Fuels Inc)
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding in the aggregate at least 1025% of the aggregate number of Warrants then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% of the aggregate number of Warrants then outstanding Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in this Section 7.11(a)(i7.11(1).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 1025% of the aggregate number of Warrants then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairmanchair. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 1025% of the aggregate number of the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture (Double Zero Capital, LP), Second Supplemental Warrant Indenture (Osisko Development Corp.)
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there are present the holders of not less than 25% of the principal amount of the Debentures then outstanding represent in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the holders of not less than 66 2/3662/3% of the aggregate number principal amount of then the outstanding Warrants Debentures present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior 10 days notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.214.2. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided in Section 7.11(a) of holders of not less than 662/3% of the principal amount of the Debentures present or represented by proxy at the meeting and voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of not less than 25% in principal amount of the aggregate number of Debentures then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Convertible Debenture Indenture (Transglobe Energy Corp), Convertible Debenture Indenture (Transglobe Energy Corp)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture means, subject to as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Special Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 7, at which there are present in person or by proxy Special Warrantholders holding at least 1025% of the aggregate number of the then outstanding Special Warrants and passed by the affirmative votes of Special Warrantholders holding not less than 66 2/366.67% of the aggregate number of the then outstanding Special Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting of Special Warrantholders at which an Extraordinary Resolution extraordinary resolution is to be considered, Special Warrantholders holding at least 1025% of the aggregate number of the then outstanding Special Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Special Warrantholders or on a Special Warrantholders’ Request, shall will be dissolved, but, but in any other case, case it shall will stand adjourned to such day, being not less than 15 or more than 60 50 days later, and to such place and time as may be appointed determined by the chairman. Not less than 14 10 days’ prior notice shall will be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall will state that at the adjourned meeting the Special Warrantholders present in person or by proxy shall will form a quorum but it shall will not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Special Warrantholders present in person or by proxy shall will form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) shall will be an Extraordinary Resolution “extraordinary resolution” within the meaning of this Indenture, Indenture notwithstanding that Special Warrantholders holding at least 1025% of the aggregate number of the then outstanding Special Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall extraordinary resolution will always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall extraordinary resolution will be necessary.
Appears in 2 contracts
Sources: Special Warrant Indenture, Special Warrant Indenture
Meaning of Extraordinary Resolution.
(a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: resolution:
(i) proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of Warrants then outstanding Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of Warrants then outstanding Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in this Section 7.11(a)(i7.11(1).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of Warrants then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairmanchairperson. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11Section 7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 1025% of the aggregate number of the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture, Warrant Indenture
Meaning of Extraordinary Resolution.
(a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 1020% of the aggregate number of all then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3662/3% of the aggregate number of all then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).resolution.
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 1020% of the aggregate number of all then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 1020% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.necessary.
Appears in 2 contracts
Sources: Warrant Indenture, Warrant Indenture
Meaning of Extraordinary Resolution.
(a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Shares that could be acquired on exercise of the Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Shares that could be acquired on exercise of the Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture, Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article, a resolution: (i) resolution proposed to be passed at a meeting of Warrantholders Holders duly convened for that purpose and held in accordance with the provisions of this Article 7 9 at which there are Holders present in person or by proxy Warrantholders holding who are entitled to acquire at least 1020% of the aggregate number of Common Shares which may be acquired pursuant to the exercise of all of the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than the Holders entitled to acquire at least 66 2/3% of the aggregate number of Common Shares which may be acquired pursuant to the exercise of all of the then outstanding Warrants represented at the meeting and voted on the a poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at any such meeting, the meeting at which an Extraordinary Resolution is Holders entitled to be considered, Warrantholders holding acquire at least 1020% of the aggregate number Common Shares which may be acquired pursuant to the exercise of all of the then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of the Holders, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 seven days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2Article 10. Such notice shall must state that at the adjourned meeting the Warrantholders Holders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders Holders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 9.12(1) shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding Holders entitled to acquire at least 1020% of the aggregate number Common Shares which may be acquired pursuant to the exercise of all of the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture (Bridgeport Ventures Inc.), Warrant Indenture (Bridgeport Ventures Inc.)
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject to the provisions of Section 9.8, and except as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10the holders of, collectively, not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are present in Person or by proxy and passed by the affirmative favourable votes of Warrantholders holding the holders of, collectively, not less than 66 2/3% 66⅔% of the aggregate number principal amount of then outstanding Warrants the Debentures present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be consideredholders of, Warrantholders holding at least 10collectively, not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are not present in person Person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 21 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ prior ' notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.29.3. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person Person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person Person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided in Section 7.11(a) of holders of, collectively, not less than 66⅔% of the aggregate principal amount of the Debentures present or represented by proxy at the meeting and voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of, collectively, not less than 25% in the aggregate principal amount of the aggregate number of Debentures then outstanding Warrants are not present in person Person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Indenture (C21 Investments Inc.), Indenture (C21 Investments Inc.)
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: resolution (i) proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Common Shares that could be acquired and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Common Shares that could be acquired at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i7.11(1)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture (Algernon Pharmaceuticals Inc.), Warrant Indenture (Algernon Pharmaceuticals Inc.)
Meaning of Extraordinary Resolution.
(a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Common Shares that could be acquired on exercise of the Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Common Shares that could be acquired on exercise of the Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) 7.11 shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 2 contracts
Sources: Warrant Indenture, Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “------------------------------------- "Extraordinary Resolution” " when used in this Indenture means, subject means a resolution proposed to be passed as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) proposed an extraordinary resolution at a meeting of Warrantholders duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there are present in person or and attended by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than twenty-five percent (25%) of the Warrants outstanding and passed by not less than sixty-six and two-thirds percent (66 2/3% %) of the aggregate number of then outstanding Warrants at the meeting and voted on the poll votes cast upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredResolution, Warrantholders holding at least 10% twenty-five percent (25%) of the aggregate number of then outstanding Warrants are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, meeting if convened by Warrantholders or on a Warrantholders’ RequestWarrantholder's request, shall be dissolved, but, ; but in any other case, case it shall stand be adjourned to such day, being not less than 15 fifteen (15) or more than 60 sixty (60) days later, and to such place and time as may be appointed by the chairman. Not less than 14 ten (10) days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2meeting. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called convened or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in subsection of this Section 7.11(a) 7.10 shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 10% twenty-five percent (25%) of the aggregate number of then Warrants outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on All actions that may be taken and all powers that may be exercised by the Warrantholders at a meeting as hereinbefore in this Article provided may also be taken and exercised by holders of not less than sixty-six and two-thirds percent (66 2/3%) of the aggregate number of Warrants then outstanding by an instrument in writing signed in one or more counterparts by such holders and the expression "Extraordinary Resolution Resolution" when used in this Indenture shall always be given on a poll, and no demand for a poll on include an Extraordinary Resolution shall be necessaryinstrument so signed.
Appears in 2 contracts
Sources: Warrant Indenture (Bid Com International Inc), Warrant Indenture (Bid Com International Inc)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10two (2) Receiptholders holding more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts and passed by the affirmative votes of Warrantholders Receiptholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding at least 10two (2) Receiptholders holding more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Receiptholders or on a Warrantholders’ Receiptholders' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 fourteen (14) or more than 60 thirty (30) days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ seven (7) days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting:
(i) if the Warrantholders extraordinary resolution purports to exercise any of the powers conferred pursuant to Subsection 7.10 (a), (d), (g) or (i) or purports to change the provisions of this Section 7.11 or of Section 7.14 or purports to amend, alter or repeal any extraordinary resolution previously passed or sanctioned by the Receiptholders in exercise of the powers referred to in this paragraph, a quorum for the transaction of business shall consist of Receiptholders holding more than 25% of the then outstanding Subscription Receipts present in person or by proxy shall form proxy; and
(ii) in any other case, a quorum and may transact for the transaction of business for which the meeting was originally convened, and a resolution proposed at shall consist of such Receiptholders as are present in person or by proxy.
(c) At any such adjourned meeting and subject to the provisions in Subsection 7.11(b)(i), any resolution passed by the requisite vote votes as provided in Section Subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders Receiptholders holding at least 10more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy at such adjourned meeting.
(cd) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 2 contracts
Sources: Subscription Receipt Agreement, Subscription Receipt Agreement
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy at least two Registered Warrantholders holding at least 10% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding entitled to acquire not less than 66 2/3% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution.
(a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: resolution (i) proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy at least two Registered Warrantholders holding at least 1025% of the aggregate number of all the then outstanding Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants present in person or by proxy at the meeting and voted on the a poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).7.11(1)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, two Registered Warrantholders holding at least 1025% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that two Registered Warrantholders holding at least 1025% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution.
(a) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10two (2) Receiptholders holding more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts and passed by the affirmative votes of Warrantholders Receiptholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding at least 10two (2) Receiptholders holding more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Receiptholders or on a WarrantholdersReceiptholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 fourteen (14) or more than 60 thirty (30) days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ seven (7) days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting:
(i) if the Warrantholders extraordinary resolution purports to exercise any of the powers conferred pursuant to Subsection 7.10 (a), (d), (g) or (i) or purports to change the provisions of this Section 7.11 or of Section 7.14 or purports to amend, alter or repeal any extraordinary resolution previously passed or sanctioned by the Receiptholders in exercise of the powers referred to in this paragraph, a quorum for the transaction of business shall consist of Receiptholders holding more than 25% of the then outstanding Subscription Receipts present in person or by proxy shall form proxy; and
(ii) in any other case, a quorum and may transact for the transaction of business for which the meeting was originally convenedshall consist of such Receiptholders as are present in person or by proxy.
(c) Subject to Section 7.11(b), and a resolution proposed at any such adjourned meeting and meeting, any resolution passed by the requisite vote votes as provided in Section Subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders Receiptholders holding at least 10more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy at such adjourned meeting.
(cd) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding entitled to acquire not less than 66 2/3% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 ten days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section subsection 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of then Warrant Shares that may be acquired on exercise of the outstanding Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then Warrant Shares that may be acquired on exercise of the outstanding Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of then Warrant Shares that may be acquired on exercise of the outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Warrant Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a) a. The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding entitled to acquire not less than 66 66-2/3% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) b. If, at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 fifteen (15) or more than 60 sixty (60) days later, and to such place and time as may be appointed by the chairman. Not less than 14 ten (10) days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes c. Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 8.11 and in Section 7.148.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Subscription Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders Subscription Receiptholders holding at least not less than 10% of the aggregate number of then outstanding Warrants Subscription Receipts and passed by the affirmative votes of Warrantholders Subscription Receiptholders holding not less than 66 2/3% two-thirds of the aggregate number of the then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders Subscription Receiptholders holding at least 10% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Subscription Receiptholders or on a WarrantholdersSubscription Receiptholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days10 Business Days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.211.2. Such notice shall state that at the adjourned meeting the Warrantholders Subscription Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting meeting, was originally called or any other particulars. At the adjourned meeting the Warrantholders Subscription Receiptholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 8.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders Subscription Receiptholders holding at least 10% of the aggregate number of the then outstanding Warrants Subscription Receipts are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Sources: Subscription Receipt Agreement
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Subscription Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders Subscription Receiptholders holding at least 10not less than 25% of the aggregate number of then outstanding Warrants Subscription Receipts and passed by the affirmative votes of Warrantholders Subscription Receiptholders holding not less than 66 2/3% of the aggregate number of the then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) IfNotwithstanding Section 7.11(a), at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders Subscription Receiptholders holding at least 1025% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Subscription Receiptholders or on a Warrantholders’ Subscription Receiptholders' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairmanchairperson. Not less than 14 days’ 10 Business Days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders Subscription Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting meeting, was originally called or any other particulars. At the adjourned meeting the Warrantholders Subscription Receiptholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders Subscription Receiptholders holding at least 1025% of the aggregate number of the then outstanding Warrants Subscription Receipts are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Sources: Subscription Receipt Agreement
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” when used in this Indenture means, subject to the provisions of Section 9.8, and except as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10the holders of, collectively, not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are present in Person or by proxy and passed by the affirmative favourable votes of Warrantholders holding the holders of, collectively, not less than 66 2/3662/3% of the aggregate number principal amount of then outstanding Warrants the Debentures present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be consideredholders of, Warrantholders holding at least 10collectively, not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are not present in person Person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 21 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.29.3. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person Person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person Person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided in Section 7.11(a) of holders of, collectively, not less than 662/3% of the aggregate principal amount of the Debentures present or represented by proxy at the meeting and voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of, collectively, not less than 25% in the aggregate principal amount of the aggregate number of Debentures then outstanding Warrants are not present in person Person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Indenture (C21 Investments Inc.)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this the Indenture means, subject as hereinafter provided in this Section 7.11 9.12 and in Section 7.14Sections 9.15, 9.17 and 9.18 provided, a resolution: (i) resolution proposed to be passed as an extraordinary resolution at a meeting of Warrantholders Debt Security holders duly convened for that such purpose and held in accordance with the provisions of in this Article 7 contained at which there the holders of at least 51% in principal amount of the Debt Securities then outstanding are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the holders of not less than 66 2/3% of the aggregate number principal amount of then outstanding Warrants Debt Securities represented at the meeting and voted on the a poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) IfIf at any such meeting called for the purpose of passing an extraordinary resolution, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of 51% in principal amount of the aggregate number of then Debt Securities outstanding Warrants are not present in person or by proxy within 30 minutes half-an-hour after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debt Security holders, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 21 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior ten days notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.23.12. Such notice shall state that at the adjourned meeting the Warrantholders Debt Security holders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders Debt Security holders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in this Section 7.11(a) 9.12 shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 10the holders of 51% in principal amount of the aggregate number of Debt Securities then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Sources: Trust Indenture
Meaning of Extraordinary Resolution.
(a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 10% of the aggregate number of all the then unexercised and outstanding Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of all the then unexercised and outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).resolution.
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 10% of the aggregate number of all the then unexercised and outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairmanchairperson. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 10% of the aggregate number of all the then unexercised and outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture means, subject as hereinafter provided in this Section section 7.11 and in Section 7.14section 7.14 provided, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10two Warrantholders representing at least 20% of the aggregate number of all the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding representing not less than 66 2/3% 66⅔% of the aggregate number of all the then outstanding Warrants represented at the meeting and voted on the poll upon for such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding representing at least 1020% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy within 30 minutes one-half hour after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days 10 Business Days later, and to such place and time as may be appointed by the chairmanchair. Not less than 14 days’ three Business Days prior notice shall be given of the time and place of such adjourned meeting in provided by press release of the manner provided for in Section 10.2Company. Such notice shall state that at the adjourned meeting the Warrantholders present in person or represented by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or represented by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding representing at least 1020% of all the aggregate number of then outstanding Warrants are not present in person or represented by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 9.11 and in Section 7.149.14, a resolution: resolution either; (i1) proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 9 at which there are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and quorum is present, passed by the affirmative votes of Warrantholders holding entitled to purchase not less than 66 2/3662/3% of the aggregate number of then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii2) adopted by an instrument in writing signed by the holders of at least 66 2/3Warrants representing not less than 662/3% of the aggregate number of all the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i)Warrants.
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution Resolution, quorum is to be considered, Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy established within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 fifteen (15) or more than 60 sixty (60) days later, and to such place and time as may be appointed determined by the chairman. Not less than 14 ten (10) days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.23.6. Such notice shall state that at the adjourned meeting the Warrantholders present in person Person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person Person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 9.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants are not present in person Person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture (Energy Fuels Inc)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least two (2) Receiptholders holding more than 10% of the aggregate number of then outstanding Warrants Subscription Receipts and passed by the affirmative votes of Warrantholders Receiptholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding at least two (2) Receiptholders holding more than 10% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Receiptholders or on a Warrantholders’ Receiptholders' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 fourteen (14) or more than 60 thirty (30) days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ seven (7) days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting:
(i) if the Warrantholders extraordinary resolution purports to exercise any of the powers conferred pursuant to Subsection 7.10 (a), (d), (i) or (j) or purports to change the provisions of this Section 7.11 or of Section 7.14 or purports to amend, alter or repeal any extraordinary resolution previously passed or sanctioned by the Receiptholders in exercise of the powers referred to in this paragraph, a quorum for the transaction of business shall consist of Receiptholders holding more than 25% of the then outstanding Subscription Receipts present in person or by proxy shall form proxy; and
(ii) in any other case, a quorum and may transact for the transaction of business for which the meeting was originally convened, and a resolution proposed at shall consist of such Receiptholders as are present in person or by proxy.
(c) At any such adjourned meeting and meeting, any resolution passed by the requisite vote votes as provided in Section Subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders Receiptholders holding at least 10more than 50% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy at such adjourned meeting.
(cd) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Sources: Subscription Receipt Agreement (Harvest Energy Trust)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 VII at which there are present in person or by proxy Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Class B Warrants and passed by the affirmative votes of Warrantholders holding entitled to acquire not less than 66 2/375% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Class B Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Class B Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 ten days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.210.02. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall did not form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Class B Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, in any other case, it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution.
(a) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 1025% of the aggregate number of all the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% of the aggregate number of all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders holding at least 1025% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 14 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 five days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 1025% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding in the aggregate at least 1025% of the aggregate number of Warrants then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% of the aggregate number of Warrants then outstanding Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in this Section 7.11(a)(i7.11(1).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 1025% of the aggregate number of Warrants then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairmanchair. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 1025% of the aggregate number of the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Supplemental Warrant Indenture (Osisko Development Corp.)
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 10% of the aggregate number of all the then unexercised and outstanding Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of all the then unexercised and outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 10% of the aggregate number of all the then unexercised and outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairmanchairperson. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 10% of the aggregate number of all the then unexercised and outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1020% of the aggregate number of then outstanding Shares that could be acquired on exercise of the Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Shares that could be acquired on exercise of the Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1020% of the aggregate number of then outstanding Warrants Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1020% of the aggregate number of Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders one or more Receiptholders holding at least 10more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts and passed by the affirmative votes of Warrantholders Receiptholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredResolution, Warrantholders one or more Receiptholders holding at least 10more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Receiptholders or on a WarrantholdersReceiptholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 fourteen (14) or more than 60 thirty (30) days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ seven (7) days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting:
(i) if the Warrantholders Extraordinary Resolution purports to exercise any of the powers conferred pursuant to Subsection 7.10 (a), (d), (g), (i) or (j) or purports to change the provisions of this Section 7.11 or of Section 7.14 or purports to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Receiptholders in exercise of the powers referred to in this paragraph, a quorum for the transaction of business shall consist of Receiptholders holding more than 25% of the then outstanding Subscription Receipts present in person or by proxy shall form proxy; and
(ii) in any other case, a quorum and may transact for the transaction of business for which the meeting was originally convened, and a resolution proposed at shall consist of such Receiptholders as are present in person or by proxy.
(c) At any such adjourned meeting and meeting, any resolution passed by the requisite vote votes as provided in Section Subsection 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders Receiptholders holding at least 10more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy at such adjourned meeting.
(cd) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Subscription Receipt Agreement (Canetic Resources Trust)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 8.11 and in Section 7.148.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Subscription Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 VII at which there are present in person or by proxy Warrantholders Subscription Receiptholders holding at least 10not less than 25% of the aggregate number of then outstanding Warrants Subscription Receipts and passed by the affirmative votes of Warrantholders Subscription Receiptholders holding not less than 66 2/3% two-thirds of the aggregate number of the then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders Subscription Receiptholders holding at least 1025% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Subscription Receiptholders or on a WarrantholdersSubscription Receiptholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days10 Business Days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.211.2. Such notice shall state that at the adjourned meeting the Warrantholders Subscription Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting meeting, was originally called or any other particulars. At the adjourned meeting the Warrantholders Subscription Receiptholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 8.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders Subscription Receiptholders holding at least 1025% of the aggregate number of the then outstanding Warrants Subscription Receipts are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
(d) Notwithstanding any other provision contained in this Agreement or in any Subscription Receipt Certificate:
(i) no amendment, restatement or modification of or supplement to this Agreement or any Subscription Receipt Certificate relating to the Release Conditions and/or this Section 8.11(d); and
(ii) no waiver of any of the Release Conditions or compliance with this Section 8.11(d); shall be effective without the prior written consent of the Standby Purchaser.
Appears in 1 contract
Sources: Subscription Receipt Agreement (Postmedia Network Canada Corp.)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in to this Section 7.11 and in Section 7.147.12, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Warrant Holders duly convened called for that purpose and held in accordance with the provisions of this Article ARTICLE 7 at which there the Holders of more than 50% of the then outstanding Warrants are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the Holders of not less than 66 2/3% of the aggregate number of the then outstanding Warrants represented at the meeting and voted on the a poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, If at any such meeting the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10Holders of more than 50% of the aggregate number of then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Warrant Holders or on a Warrantholders’ Warrant Holders' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such daydate, being not less than 15 14 or more than 60 days later, and to such place and time as may be appointed by the chairmanChairman. Not less than 14 10 days’ prior ' notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.210.7. Such notice shall state that at the adjourned meeting the Warrantholders Warrant Holders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Warrant Holders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 7.12(a) shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the Holders of more than 50% of the aggregate number of Warrants then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on upon an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture (Emc Metals Corp.)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section section 7.11 and in Section 7.14section 7.9, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 1025% of all the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 66-2/3% of the aggregate number of all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredResolution, Warrantholders holding at least 1025% of the aggregate number of all then outstanding Warrants are not present in person Person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ 10 days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section subsection 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 1025% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” when used in this Debenture Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article 12, a resolution: (i) resolution proposed to be passed as an extraordinary resolution at a meeting of Warrantholders Debentureholders duly convened for that purpose and held in accordance with the provisions of this Article 7 12 at which there the Holders of more than 51% of the aggregate principal amount of the Debentures then outstanding are present in person or represented by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding the Holders of not less than 66 2/3% 66⅔% of the aggregate number principal amount of then outstanding Warrants at the meeting and Debentures voted on the poll upon in respect of such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, If at any such meeting the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of more than 51% of the aggregate number principal amount of the Debentures then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders the Debentureholders or on pursuant to a Warrantholders’ Debentureholder’s Request, shall be dissolved, but, ; but in any other case, case it shall stand be adjourned to such daydate, being not less than 15 or 21 nor more than 60 days later, and to such place and time as may be appointed by the chairmanchairman of the meeting. Not less than 14 10 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2Article 14. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person or represented by proxy shall form a quorum quorum, but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders Debentureholders present in person or represented by proxy shall form constitute a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed to be passed as an extraordinary resolution at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) accordance with subsection 12.8 shall be an Extraordinary Resolution within the meaning of this Debenture Indenture, notwithstanding that Warrantholders holding at least 10the Holders of more than 51% of the aggregate number principal amount of the Debentures then outstanding Warrants outstanding, are not present in person or represented by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture indenture means, subject as hereinafter provided in this Section 7.11 section 6.11 and in Section 7.14section 6.14 provided, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 6 at which there are present in person or by proxy Warrantholders holding representing at least 10% of the aggregate number of all the then outstanding New Warrants and passed by the affirmative votes of Warrantholders holding representing not less than 66 2/3% of the aggregate number of all the then outstanding New Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding representing at least 10% of the aggregate number of all the then outstanding New Warrants are not present in person or by proxy within 30 minutes one-half hour after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days 10 Business Days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ three Business Days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2sections 9.1, 9.2 and 9.3 hereof. Such notice shall state that at the adjourned meeting the Warrantholders present in person or represented by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or represented by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 6.11(1) hereof shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, indenture notwithstanding that Warrantholders holding representing at least 10% of all the aggregate number of then outstanding New Warrants are not present in person or represented by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Sources: Common Share Purchase Warrant Indenture (Silver Wheaton Corp.)
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture Agreement means, subject as hereinafter provided in to the provisions of this Section 7.11 8.12 and in Section 7.14of Sections 8.15 and 8.16, a resolution: (i) proposed resolution passed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present 8 by the affirmative votes of Warrantholders who hold in person or by proxy Warrantholders holding at least 10the aggregate not less than 662/3% of the aggregate number of Warrants then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants represented at the meeting and voted on the poll upon such on the resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at a meeting called for the meeting at which purpose of passing an Extraordinary Resolution Resolution, the quorum required by Section 8.12(a) is to be considered, Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall will be dissolved, but, but in any other case, it shall case will stand adjourned to such day, being not less than 15 seven calendar days or more than 60 30 calendar days later, and to such place and time time, as may be is appointed by the chairman. .
(c) Not less than 14 seven calendar days’ prior ' notice shall must be given to the Warrantholders of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such meeting.
(d) The notice shall must state that at the adjourned meeting the Warrantholders present in person Person or by proxy shall will form a quorum but it shall will not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. .
(e) At the adjourned meeting meeting, the Warrantholders present in person or by proxy shall will form a quorum and may transact the any business for which the meeting was originally convened, and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a8.12(a) shall will be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy at such adjourned meetingAgreement.
(cf) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall must always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall will be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 11 at which there the holders of not less than 25% of the principal amount of the Debentures then outstanding, and if the meeting is a Serial Meeting, at which holders of not less than 25% of the principal amount of the Debentures then outstanding of each specially affected series, are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the holders of not less than 66 66-2/3% of the aggregate number principal amount of then outstanding Warrants Debentures (excluding Debentures held by the Corporation and its wholly-owned subsidiaries), and if the meeting is a Serial Meeting by the affirmative vote of the holders of not less than 66- 2/3% of the principal amount of each especially affected series (excluding Debentures held by the Corporation and its subsidiaries), in each case represented at the meeting and voted on the a poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of not less than 25% of the aggregate number principal amount of the Debentures outstanding and, if the meeting is a Serial Meeting, 25% of the principal amount of the Debentures then outstanding Warrants of each especially affected series, are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairmanchairperson. Not less than 14 10 days’ prior ' notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.212.2. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in subsection (a) of this Section 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding the holders of not less than 25% in principal amount of the Debentures then outstanding and if the meeting is a Serial Meeting, at least 10which holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants of each especially affected series, are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Trust Indenture
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.147.14 and Section 7.15, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders (including an adjourned meeting) duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding representing at least 1020% of the aggregate number of the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding representing not less than 66 2/3662/3% of the aggregate number of Warrants then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the any such meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are quorum required by Subsection 7.11(a) is not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section subsection 7.11(a) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding representing at least 1020% of the aggregate number of then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolution” when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article 10, a resolution: (i) resolution proposed to be passed at a meeting of Warrantholders Holders duly convened for that purpose and held in accordance with the provisions of this Article 7 10 at which there are Holders present in person Person or by proxy Warrantholders holding at least 10of not less than 20% of the aggregate number of the Warrants then outstanding Warrants and passed by the affirmative votes of Warrantholders holding the Holders of not less than 66 2/3% of the aggregate number of the Warrants then outstanding Warrants represented at the meeting and voted on the a poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10Holders of not less than 20% of the aggregate number of Warrants then outstanding Warrants outstanding, are not present in person Person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of the Holders, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 seven days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2Article 11. Such notice shall must state that at the adjourned meeting meeting, the Warrantholders Holders present in person Person or by proxy shall form a quorum quorum, but that it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders Holders present in person Person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a10.12(1) shall be an Extraordinary Resolution within the meaning of this IndentureAgreement, notwithstanding that Warrantholders holding at least 10Holders of not less than 20% of the aggregate number of Warrants then outstanding Warrants are not present in person Person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article, a resolution: (i) resolution proposed to be passed at a meeting of Warrantholders Holders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are Holders present in person or by proxy Warrantholders holding who hold at least 1020% of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders the Holders holding not less than at least 66 2/3% of the aggregate number of all of the then outstanding Warrants represented at the meeting and voted on the a poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution is to be consideredany such meeting, Warrantholders Holders holding at least 1020% of the aggregate number of then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of the Holders, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 seven days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2Article 10. Such notice shall must state that at the adjourned meeting the Warrantholders Holders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders Holders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 9.12(a) shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding Holders entitled to acquire at least 1020% of the aggregate number Common Shares which may be acquired pursuant to the exercise of all of the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of all then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% of the aggregate number of all then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10% of the aggregate number of all then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 10% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy at least two Registered Warrantholders holding at least 1020% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding entitled to acquire not less than 66 2/3% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1020% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1020% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution.
(a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 1020% of the aggregate number of all then outstanding Warrants and passed by the affirmative votes of Warrantholders holding not less than 66 2/3% 66⅔% of the aggregate number of all then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 1020% of the aggregate number of all then outstanding Warrants are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding at least 1020% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants Common Shares that could be acquired and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Common Shares that could be acquired at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 10% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” when used in this Indenture means, subject except as hereinafter otherwise provided in this Section 7.11 and in Section 7.14Indenture, a resolution: (i) resolution proposed to be passed as an extraordinary resolution at a meeting of Warrantholders Debentureholders duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there the Holders of at least 51% of the aggregate principal amount of the Debentures then outstanding are present in person or represented by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding Debentureholders present in person or represented by proxy at the meeting who hold not less than 66 2/3% of the aggregate number principal amount of then outstanding Warrants at the meeting and Debentures voted on the poll upon in respect of such resolution; or (ii) in writing signed by . If, at any such meeting, the holders Holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 1051% of the aggregate number principal amount of the Debentures then outstanding Warrants are not present in person or represented by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, but in any other case, it case the meeting shall stand adjourned to such daydate, being not less than 15 or 21 nor more than 60 days later, and to such place and time as may be appointed by the chairmanchairman of the meeting. Not less than 14 days’ prior notice shall be given Notice of the time and place of such adjourned meeting shall be given to the Debentureholders in the manner provided for specified in Section 10.2Article 12 at least 10 days prior to the date of the adjourned meeting. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person or represented by proxy shall form constitute a quorum quorum, but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders Debentureholders present in person or represented by proxy shall form constitute a quorum and may transact the business for which the meeting was originally convened, and a resolution proposed to be passed as an extraordinary resolution at such adjourned meeting and passed by the requisite vote as provided in this Section 7.11(a) 11.13 shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding the Holders of at least 1051% of the aggregate number principal amount of the Debentures then outstanding Warrants are not present in person or represented by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Indenture (Brookfield Renewable Energy Partners L.P.)
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 10% of the aggregate number of all the then unexercised and outstanding Warrants and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of all the then unexercised and outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 10% of the aggregate number of all the then unexercised and outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairmanchairperson. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 10% of the aggregate number of all the then unexercised and outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture Article means, subject as hereinafter provided in this Section 7.11 and in Section 7.140, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding and unexercised Warrants and passed by the affirmative votes of Warrantholders holding entitled to acquire not less than 66 2/3% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding and unexercised Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) Iflf, at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding and unexercised Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not To be valid as an adjournment for the purposes of this Indenture, not less than 14 ten days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) this Subsection 7.11 shall be an Extraordinary Resolution extraordinary resolution of the Warrantholder within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding and unexercised Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there the holders of not less than 25% of the principal amount of the Debentures then outstanding, and if the meeting is a Serial Meeting, at which holders of not less than 25% of the principal amount of the Debentures then outstanding of each especially affected series, are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the holders of not less than 66 2/3% of the aggregate number principal amount of then outstanding Warrants the Debentures, and if the meeting is a Serial Meeting by the affirmative vote of the holders of not less than 66 2/3% of each especially affected series, in each case present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants and, if the meeting is a Serial Meeting, 25% of the principal amount of the Debentures then outstanding of each especially affected series, in each case are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior 10 days notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.214.2. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided of holders of not less than 66 2/3% of the principal amount of the Debentures and, if the meeting is a Serial Meeting, by the affirmative vote of the holders of not less than 66 2/3% of the principal amount of the Debentures of each especially affected series, in Section 7.11(a) each case present or represented by proxy at the meeting voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of not less than 25% in principal amount of the Debentures then outstanding, and if the meeting is a Serial Meeting, holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants of each especially affected series, are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 6.11 and in Section 7.146.14 provided, a resolution: (i) resolution proposed at a meeting of Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 6 at which there are present in person or by proxy Warrantholders holding representing at least 10% of the aggregate number of all the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding representing not less than 66 2/3% of the aggregate number of all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding representing at least 10% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy within 30 minutes one-half hour after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days 10 Business Days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ three (3) Business Days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2Sections 9.1 and 9.2. Such notice shall state that at the adjourned meeting the Warrantholders present in person or represented by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or represented by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 6.11(1) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding representing at least 10% of all the aggregate number of then outstanding Warrants are not present in person or represented by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Common Shares that could be acquired and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Common Shares that could be acquired at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1025% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1025% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10two (2) Receiptholders holding in aggregate more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts and passed by the affirmative votes of Warrantholders Receiptholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding at least 10two (2) Receiptholders holding in aggregate more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Receiptholders or on a WarrantholdersReceiptholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 fourteen (14) or more than 60 thirty (30) days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ seven (7) days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Warrantholders Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting:
(i) if the Warrantholders extraordinary resolution purports to exercise any of the powers conferred pursuant to Subsection 7.10 (a), (d), (g), (i) or (j) or purports to change the provisions of this Section 7.11 or of Section 7.14 or purports to amend, alter or repeal any extraordinary resolution previously passed or sanctioned by the Receiptholders in exercise of the powers referred to in this paragraph, a quorum for the transaction of business shall consist of Receiptholders holding more than 25% of the then outstanding Subscription Receipts present in person or by proxy shall form proxy; and
(ii) in any other case, a quorum and may transact for the transaction of business for which the meeting was originally convened, and a resolution proposed at shall consist of such Receiptholders as are present in person or by proxy.
(c) At any such adjourned meeting and meeting, any resolution passed by the requisite vote votes as provided in Section Subsection 7.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders Receiptholders holding at least 10more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy at such adjourned meeting.
(cd) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Sources: Subscription Receipt Agreement (Baytex Energy Corp.)
Meaning of Extraordinary Resolution.
(a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there the holders of not less than 25% of the principal amount of the Debentures then outstanding are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the holders of not less than 66 2/3% 66⅔% of the aggregate number principal amount of then outstanding Warrants the Debentures, present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.213.2. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided in Section 7.11(a) of holders of not less than 66⅔% of the principal amount of the Debentures present or represented by proxy at the meeting and voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of not less than 25% in principal amount of the aggregate number of Debentures then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Convertible Debenture Indenture
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolutionextraordinary resolution” when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 section and in Section 7.14sections 9.15 and 9.16 provided, a resolution: (i) resolution proposed at a meeting of Warrantholders the Subscription Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 9 at which there are present in person or by proxy Warrantholders Subscription Receiptholders holding at least 1025% of the aggregate number of Subscription Receipts then outstanding Warrants and passed by the affirmative votes of Warrantholders Subscription Receiptholders holding not less than 66 2/3% two-thirds of the aggregate number of then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such the resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders Subscription Receiptholders holding at least 1025% of the aggregate number of Subscription Receipts then outstanding Warrants are not present in person or by proxy within 30 minutes one-half hour after the time appointed for the meeting, then the meeting, if convened by Warrantholders Subscription Receiptholders or on a WarrantholdersSubscription Receiptholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 seven (7) or more than 60 35 days later, later and to such place and time as may be appointed by the chairman. Not less than 14 five days’ prior notice shall be given of the time and place of such the adjourned meeting in the manner provided for in Section 10.2section 12.2. Such The notice shall state that at the adjourned meeting the Warrantholders Subscription Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders Subscription Receiptholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened or any other particulars and a resolution proposed at such the adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 9.12(1) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Agreement notwithstanding that Warrantholders Subscription Receiptholders holding at least 1025% of the aggregate number of Subscription Receipts then outstanding Warrants are not present in person or by proxy at such the adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Sources: Subscription Receipt and Escrow Agreement (Liberty Silver Corp)
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1025% of the aggregate number of the then outstanding Warrants (unless such meeting is adjourned to a prescribed later date due to a lack of quorum, at which adjourned meeting the Warrantholders present in person or by proxy shall form a quorum) and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding representing at least 1025% of the aggregate number of then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ days prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.1 and Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or represented by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding representing at least 1025% of the aggregate number of then outstanding Warrants are not present in person or represented by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article, a resolution: (i) resolution proposed to be passed at a meeting of Warrantholders Holders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are Holders present in person or by proxy Warrantholders holding who hold at least 1040% of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders the Holders holding not less than at least 66 2/3% of the aggregate number of all of the then outstanding Warrants represented at the meeting and voted on the a poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution is to be consideredany such meeting, Warrantholders Holders holding at least 1040% of the aggregate number of then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of the Holders, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 seven days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2Article 10. Such notice shall must state that at the adjourned meeting the Warrantholders Holders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders Holders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 9.12(a) shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding Holders entitled to acquire at least 1040% of the aggregate number Subordinate Voting Shares which may be acquired pursuant to the exercise of all of the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution.
(a) The expression “Extraordinary Resolution” when used in this Indenture means, subject to the provisions of Section 9.8, and except as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10the holders of, collectively, not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are present in Person or by proxy and passed by the affirmative favourable votes of Warrantholders holding the holders of, collectively, not less than 66 2/3% 66⅔% of the aggregate number principal amount of then outstanding Warrants the Debentures present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be consideredholders of, Warrantholders holding at least 10collectively, not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are not present in person Person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 21 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.29.3. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person Person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person Person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided in Section 7.11(a) of holders of, collectively, not less than 66⅔% of the aggregate principal amount of the Debentures present or represented by proxy at the meeting and voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of, collectively, not less than 25% in the aggregate principal amount of the aggregate number of Debentures then outstanding Warrants are not present in person Person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Indenture
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there the holders of not less than 25% of the principal amount of the Debentures then outstanding, are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the holders of not less than 66 2/3% of the aggregate number principal amount of then outstanding Warrants the Debentures present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ prior ' notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.213.2. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided in Section 7.11(a) of holders of not less than 66 2/3% of the principal amount of the Debentures present or represented by proxy at the meeting and voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of not less than 25% in principal amount of the aggregate number of Debentures then outstanding Warrants outstanding, are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Indenture
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolution” when used in this Indenture means, subject as hereinafter provided in this Section 7.11 9.11 and in Section 7.149.14, a resolution: resolution (i) proposed passed at a meeting of Warrantholders the holders of Warrants duly convened for that purpose and held in accordance with the provisions of this Article 7 IX at which there are holders of Warrants present in person or represented by proxy Warrantholders holding representing at least 1025% of the aggregate number of all the then outstanding Warrants and passed by the affirmative votes vote of Warrantholders holding representing not less than 66 2/3% of the aggregate number of all the then outstanding Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) adopted by an instrument in writing signed by the holders of at least Warrants representing not less than 66 2/3% percent of the aggregate number of all the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i)Warrants.
(b2) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredResolution, Warrantholders holding representing at least 1025% of the aggregate number of all the then outstanding Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, meeting then the meeting, if convened by Warrantholders or on a Warrantholders’ Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days ten (10) Business Days later, and to such place and time as may be appointed by the chairman. Not less than 14 three (3) days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.23.6. Such notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 9.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding representing at least 1025% of all the aggregate number of then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Debentureholders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there the holders of not less than 25% of the principal amount of the Debentures then outstanding, and if the meeting is a Serial Meeting, at which holders of not less than 25% of the principal amount of the Debentures then outstanding of each especially affected series, are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the holders of not less than 66 2/3% of the aggregate number principal amount of then outstanding Warrants the Debentures, and if the meeting is a Serial Meeting by the affirmative vote of the holders of not less than 66 2/3% of each especially affected series, in each case present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants and, if the meeting is a Serial Meeting, 25% of the principal amount of the Debentures then outstanding of each especially affected series, in each case are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Debentureholders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior 10 days notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.214.2. Such notice shall state that at the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Debentureholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided of holders of not less than 66 2/3% of the principal amount of the Debentures and, if the meeting is a Serial Meeting, by the affirmative vote of the holders of not less than 66 2/3% of the principal amount of the Debentures of each especially affected series, in Section 7.11(a) each case present or represented by proxy at the meeting voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of not less than 25% in principal amount of the Debentures then outstanding, and if the meeting is a Serial Meeting, holders of not less than 25% of the aggregate number principal amount of the Debentures then outstanding Warrants of each especially affected series, are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Convertible Debenture Indenture (Advantage Oil & Gas Ltd.)
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Warrant Indenture means, subject to the provisions of Section 8.8, and except as hereinafter provided in this Section 7.11 and in Section 7.14Article provided, a resolution: (i) resolution proposed to be passed as an Extraordinary Resolution at a meeting of Warrantholders Holders (including an adjourned meeting) duly convened for that the purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10the holders of, collectively, not less than 25% of the aggregate number of the Warrants then outstanding Warrants are present in Person or by proxy and passed by the affirmative favourable votes of Warrantholders holding the holders of, collectively, not less than 66 2/3% 66⅔% of the aggregate number of then outstanding Warrants present or represented by proxy at the meeting and voted upon on the a poll upon on such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be consideredholders of, Warrantholders holding at least 10collectively, not less than 25% of the aggregate number of Warrants then outstanding Warrants are not present in person Person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Holders, shall be dissolved, but, dissolved but in any other case, case it shall stand adjourned to such daydate, being not less than 15 or 21 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ prior ' notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.28.3. Such notice shall state that at the adjourned meeting the Warrantholders Holders present in person Person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particularsquorum. At the adjourned meeting the Warrantholders Holders present in person Person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed thereat by the requisite affirmative vote as provided in Section 7.11(a) of holders of, collectively, not less than 66⅔% of the Warrants present or represented by proxy at the meeting and voted upon on a poll shall be an Extraordinary Resolution within the meaning of this Warrant Indenture, notwithstanding that Warrantholders holding at least 10the holders of, collectively, not less than 25% of the aggregate number of Warrants then outstanding Warrants are not present in person Person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” ", when used in this Indenture Trust Indenture, means, subject as hereinafter provided in this Section 7.11 13.12 and in Section 7.1413.16 provided, a resolution: (i) resolution proposed at a meeting of Warrantholders Beneficial Holders duly convened for that the purpose of passing an Extraordinary Resolution and held in accordance with the provisions of this Article 7 13 at which there the Beneficial Holders of more than 50% of the principal amount of the outstanding Exchangeable Securities are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative favourable votes of Warrantholders holding the Holders of not less than 66 66-2/3% of the aggregate number principal amount of then outstanding Warrants Exchangeable Securities represented at the meeting and voted on the a poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b1) If, at any such meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredResolution, Warrantholders holding at least 10the Beneficial Holders of more than 50% of the aggregate number principal amount of then the outstanding Warrants Exchangeable Securities are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Beneficial Holders or on a Warrantholders’ Holders' Request, shall be dissolved, but, in any other casebut if otherwise convened, it shall stand adjourned to such daydate, being not less than 15 or 14 nor more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 seven days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.216.
1. Such notice shall state that at specify the quorum for such adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting,
(a) if the Warrantholders Extraordinary Resolution purports to exercise any of the powers conferred pursuant to paragraph (a), (c), (d), (i) or (j) of Section 13.10 or purports to change the provisions of this Section 13.12 or of Section 13.16 or purports to amend, alter or repeal any Extraordinary Resolution previously passed or sanctioned by the Beneficial Holders in exercise of the powers referred to in this paragraph, a quorum for the transaction of business shall consist of the Beneficial Holders of at least 25% of the principal amount of the Exchangeable Securities outstanding present in person or by proxy shall form proxy; and
(b) in any other case, a quorum and may transact for the transaction of business for which the meeting was originally convened, and a resolution proposed at shall consist of such number of Beneficial Holders as are present in person or by proxy.
(2) At any such adjourned meeting and meeting, any resolution passed by the requisite vote votes as provided in Section 7.11(aSubsection 13.12(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Trust Indenture notwithstanding that Warrantholders holding at least 10Beneficial Holders of more than 50% of the aggregate number principal amount of then the outstanding Warrants Exchangeable Securities are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution shall always be given on taken by a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Trust Indenture (MDC Partners Inc)
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject except as hereinafter otherwise provided in this Section 7.11 and in Section 7.14Indenture, a resolution: (i) resolution proposed to be passed as an extraordinary resolution at a meeting of Warrantholders Noteholders of a Series of Notes or of all Notes, as the case may be, duly convened for that the purpose and held in accordance with the provisions of this Article 7 Section at which there the Holders of at least 51% of the aggregate principal amount of the applicable Series of Notes or of all Notes, as the case may be, then outstanding are present in person or represented by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding Noteholders present in person or represented by proxy at the meeting who hold not less than 66 2/3662/3% of the aggregate number principal amount of then outstanding Warrants at the meeting and Notes voted on the poll upon in respect of such resolution; or (ii) in writing signed by . If, at any such meeting, the holders Holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 1051% of the aggregate number principal amount of the applicable Series of Notes or of all Notes, as the case may be, then outstanding Warrants are not present in person or represented by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Noteholders, shall be dissolved, but, but in any other case, it case the meeting shall stand adjourned to such daydate, being not less than 15 or 21 nor more than 60 days later, and to such place and time as may be appointed by the chairmanchairman of the meeting. Not less than 14 days’ prior notice shall be given Notice of the time and place of that such adjourned meeting is to be reconvened shall be given to the Noteholders in the manner provided for specified in Section 10.210.2 at least 10 days prior to the date the adjourned meeting is to be reconvened. Such notice shall state that at the adjourned meeting the Warrantholders Noteholders present in person or represented by proxy shall form constitute a quorum quorum, but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders Noteholders present in person or represented by proxy shall form constitute a quorum and may transact the business for which the meeting was originally convened, and a resolution proposed to be passed as an extraordinary resolution at such adjourned meeting and passed by the requisite vote as provided in this Section 7.11(a) 9.14 shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding the Holders of at least 1051% of the aggregate number principal amount of the Notes then outstanding Warrants are not present in person or represented by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a1) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture means, subject as hereinafter provided in this Section 7.11 section and in Section 7.14sections and , a resolution: (i) resolution proposed at a meeting of the Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 9 at which there are present in person or by proxy Warrantholders holding entitled to acquire at least 1020% of the aggregate number of Common Shares that can be acquired pursuant to all the then outstanding Warrants and passed by the affirmative votes of Warrantholders holding entitled to acquire not less than 66 2/375% of the aggregate number of then outstanding Common Shares that can be acquired pursuant to all the Warrants represented at the meeting and voted on the poll upon such the resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding at least 10entitled to acquire 20% of the aggregate number of Common Shares that can be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy within 30 minutes half an hour after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, in any other case, it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ prior ' notice shall be given of the time and place of such the adjourned meeting in the manner provided for in Section 10.2section . Such The notice shall state that at the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth out the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such the adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) subsection shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10entitled to acquire 20% of the aggregate number of Common Shares that can be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such the adjourned meeting.
(c3) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a1) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Registered Warrantholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Registered Warrantholders holding at least 1020% of the aggregate number of then outstanding Warrants Common Shares that could be acquired and passed by the affirmative votes of Registered Warrantholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Common Shares that could be acquired at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b2) If, at the meeting at which an Extraordinary Resolution is to be considered, Registered Warrantholders holding at least 1020% of the aggregate number of then outstanding Warrants Common Shares that could be acquired are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Registered Warrantholders or on a Warrantholders’ ' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting the Registered Warrantholders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a7.11(1) shall be an Extraordinary Resolution within the meaning of this Indenture, Indenture notwithstanding that Registered Warrantholders holding entitled to acquire at least 1020% of the aggregate number of Common Shares which may be acquired pursuant to all the then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c3) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution shall be necessary.
Appears in 1 contract
Sources: Warrant Indenture (Midway Gold Corp)
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture means, subject as hereinafter provided in this Section 7.11 8.11 and in Section 7.148.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Warrant Holders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants 8 and passed by the affirmative votes of Warrantholders holding Warrant Holders entitled to acquire not less than 66 2/3% two-thirds of the aggregate number of Common Shares which may be acquired pursuant to the exercise of all of the then outstanding Special Warrants represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at the meeting at which an Extraordinary Resolution extraordinary resolution is to be considered, Warrantholders holding Warrant Holders entitled to acquire at least 10% of the aggregate number of Common Shares which may be acquired pursuant to the exercise of all of the then outstanding Special Warrants are not present in person or by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Warrant Holders or on a Warrantholders’ Warrant Holders' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 or more than 60 days later, and to such place and time as may be appointed by the chairman. Not less than 14 10 days’ ' prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.211.2. Such notice shall state that at the adjourned meeting the Warrantholders Warrant Holders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting meeting, was originally called or any other particulars. At the adjourned meeting the Warrantholders Warrant Holders present in person or by proxy shall form a quorum and may transact the business for which the meeting was originally convened, convened and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(asubsection 8.11(a) shall be an Extraordinary Resolution extraordinary resolution within the meaning of this Indenture, Indenture notwithstanding that Warrantholders holding Warrant Holders entitled to acquire at least 10% of the aggregate number of Common Shares which may be acquired pursuant to the exercise of all of the then outstanding Special Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes Votes on an Extraordinary Resolution extraordinary resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution extraordinary resolution shall be necessary.
Appears in 1 contract
Meaning of Extraordinary Resolution. (a) The expression “Extraordinary Resolution” "extraordinary resolution" when used in this Indenture Agreement means, subject as hereinafter provided in this Section 7.11 and in Section 7.14, a resolution: (i) resolution proposed at a meeting of Warrantholders Receiptholders duly convened for that purpose and held in accordance with the provisions of this Article 7 at which there are present in person or by proxy Warrantholders holding at least 10two (2) Receiptholders holding more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts and passed by the affirmative votes of Warrantholders Receiptholders holding not less than 66 2/3% of the aggregate number of then outstanding Warrants Subscription Receipts represented at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% of the then outstanding Warrants on any matter that would otherwise be voted upon at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i).
(b) If, at any meeting called for the meeting at which purpose of passing an Extraordinary Resolution is to be consideredextraordinary resolution, Warrantholders holding at least 10two (2) Receiptholders holding more than 25% of the aggregate number of then outstanding Warrants Subscription Receipts are not present in person or by proxy within 30 thirty (30) minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders Receiptholders or on a Warrantholders’ Receiptholders' Request, shall be dissolved, but, ; but in any other case, case it shall stand adjourned to such day, being not less than 15 seven (7) or more than 60 thirty (30) days later, and to such place and time as may be appointed by the chairman. Not less than 14 days’ prior notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.2. Such notice shall state that at At the adjourned meeting the Warrantholders Receiptholders present in person or by proxy shall form a quorum but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting:
(i) if the Warrantholders present in person extraordinary resolution purports to exercise any of the powers conferred pursuant to Subsection 7.10 (a), (d), (g), (i) or by proxy shall form a quorum and may transact (j) or purports to change the business for which the meeting was originally convened, and a resolution proposed at such adjourned meeting and passed by the requisite vote as provided in Section 7.11(a) shall be an Extraordinary Resolution within the meaning provisions of this Indenture, notwithstanding that Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants are not present in person or by proxy at such adjourned meeting.
(c) Subject to Section 7.14, votes on an Extraordinary Resolution shall always be given on a poll, and no demand for a poll on an Extraordinary Resolution shall be necessary.Section
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Sources: Subscription Receipt Agreement
Meaning of Extraordinary Resolution. (a) The expression “"Extraordinary Resolution” " when used in this Indenture means, subject except as hereinafter otherwise provided in this Section 7.11 and in Section 7.14Indenture, a resolution: (i) resolution proposed to be passed as an extraordinary resolution at a meeting of Warrantholders Noteholders duly convened for that the purpose and held in accordance with the provisions of this Article 7 11 at which there the holders of more than 50% of the aggregate principal amount of the Notes then outstanding are present in person or represented by proxy Warrantholders holding at least 10% of the aggregate number of then outstanding Warrants and passed by the affirmative votes of Warrantholders holding the holders of not less than 66 2/3% of the aggregate number of then outstanding Warrants at the meeting and voted on the poll upon such resolution; or (ii) in writing signed by the holders of at least 66 2/3% principal amount of the then outstanding Warrants on any matter that would otherwise be voted upon Notes who are present in person or represented by proxy at a meeting called to approve such resolution as contemplated in Section 7.11(a)(i)meeting.
(b) If, at any such meeting, the meeting at which an Extraordinary Resolution is to be considered, Warrantholders holding at least 10holders of more than 50% of the aggregate number principal amount of the Notes then outstanding Warrants are not present in person or represented by proxy within 30 minutes after the time appointed for the meeting, then the meeting, if convened by Warrantholders or on a Warrantholders’ Requestthe requisition of Noteholders, shall be dissolved, but, but in any other case, it case the meeting shall stand adjourned to such daydate, being not less than 15 or 21 nor more than 60 days later, and to such place and time as may be appointed by the chairmanchair. Not less than 14 ten days’ prior ' notice shall be given of the time and place of such adjourned meeting in the manner provided for in Section 10.212.2. Such notice shall state that at the adjourned meeting the Warrantholders Noteholders present in person or represented by proxy shall form a quorum quorum, but it shall not be necessary to set forth the purposes for which the meeting was originally called or any other particulars. At the adjourned meeting meeting, the Warrantholders Noteholders present in person or represented by proxy shall form a quorum and may transact the business for which the meeting was originally convened, and a resolution proposed to be passed as an Extraordinary Resolution at such adjourned meeting and passed by the requisite vote as provided in this Section 7.11(a) 11.13 shall be an Extraordinary Resolution within the meaning of this Indenture, notwithstanding that Warrantholders holding at least 10the holders of more than 50% of the aggregate number principal amount of the Notes then outstanding Warrants are not present in person or represented by proxy at such adjourned meeting.
(c) Subject Votes on a resolution proposed to Section 7.14, votes on be passed as an Extraordinary Resolution shall always be given on a poll, poll and no demand for a poll on an Extraordinary Resolution any such resolution shall be necessary.
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