Removal of the Transfer Restriction. 1. The Corporation shall remove, as of the expiration of the Transfer Restriction Period, the Transfer Restriction on all of the Shares held by the Qualified Person, on the condition that the Qualified Person has, throughout the Transfer Restriction Period, held his or her position, as applicable, as a Director of the Corporation. 2. Notwithstanding the provisions of the preceding Paragraph, if, during the Transfer Restriction Period, the Qualified Person ceases to hold the position that he or she holds as a Director of the Corporation due to his or her death or any other justifiable reason that is approved by the Compensation Committee of the Corporation (the Compensation Committee will accept that there is a justifiable reason, unless there is a special circumstance), the timing of the removal of the Transfer Restriction and the number of Shares for which the Transfer Restriction will be removed shall be as set forth below. (1) In the case that the Qualified Person ceases to hold the position that he or she holds as a Director of the Corporation due to the Qualified Person’s death: (a) Timing of the removal of the Transfer Restriction The later of: (A) the date of the resolution adopted at the meeting of the Compensation Committee regarding the handling of the Qualified Person’s Shares upon his or her ceasing to hold the position that he or she holds as a Director of the Corporation due to the Qualified Person’s death; and (B) the date that notice is made pursuant to Article 11, Paragraph 1. (b) Number of Shares for which the Transfer Restriction will be removed The Number of Shares held by the Qualified Person as of his or her death (however, if Article 7, Paragraph 3, Item (8) applies to the Qualified Person, the number of Shares will be zero (0)). (2) In the case that the Qualified Person ceases to hold the position that he or she holds as a Director of the Corporation due to any other justifiable reason that is approved by the Compensation Committee of the Corporation, other than in the case of the preceding Item: (a) Timing of the removal of the Transfer Restriction As of the first day of the month following the month in which the Qualified Person ceases to hold the position that he or she holds as a Director of the Corporation (provided, however, that the Corporation may adjust the date of the removal of the Transfer Restriction within a reasonable extent from the perspective of administrative procedures for the removal of the Transfer Restriction). (b) Number of Shares for which the Transfer Restriction will be removed The Number of Shares held by the Qualified Person as of ceasing to hold the position that he or she holds as a Director of the Corporation.
Appears in 2 contracts
Sources: Allotment Agreement for Shares of Restricted Stock (Sony Group Corp), Allotment Agreement for Shares of Restricted Stock (Sony Corp)
Removal of the Transfer Restriction. 1. The Corporation shall remove, as of the expiration of the Transfer Restriction Period, the Transfer Restriction on all of the Shares held by the Qualified Person, on the condition that the Qualified Person has, throughout the Transfer Restriction Period, held his or her position, as applicable, as a Director of the Corporation.
2. Notwithstanding the provisions of the preceding Paragraph, if, during the Transfer Restriction Period, the Qualified Person ceases to hold the position that he or she holds as a Director of the Corporation due to his or her death or any other justifiable reason that is approved by the Compensation Committee of the Corporation (the Compensation Committee will accept that there is a justifiable reason, unless there is a special circumstance), the timing of the removal of the Transfer Restriction and the number of Shares for which the Transfer Restriction will be removed shall be as set forth below.
(1) In the case that the Qualified Person ceases to hold the such position that he or she holds as a Director of the Corporation due to the Qualified Person’s death:
(a) Timing of the removal of the Transfer Restriction The later of: (A) the date of the resolution adopted at the meeting of the Compensation Committee regarding the handling of the Qualified Person’s Shares upon his or her ceasing to hold the such position that he or she holds as a Director of the Corporation due to the Qualified Person’s death; and (B) the date that notice is made pursuant to Article 11, Paragraph 1.
(b) Number of Shares for which the Transfer Restriction will be removed The Number of Shares held by the Qualified Person as of his or her death (however, if Article 7, Paragraph 3, Item (8) applies to the Qualified Person, the number of Shares will be zero (0)).
(2) In the case that the Qualified Person ceases to hold the such position that he or she holds as a Director of the Corporation due to any other justifiable reason that is approved by the Compensation Committee of the Corporation, other than in the case of the preceding Item:
(a) Timing of the removal of the Transfer Restriction As of the first day of the month following the month in which the Qualified Person ceases to hold the such position that he or she holds as a Director of the Corporation (provided, however, that the Corporation may adjust the date of the removal of the Transfer Restriction within a reasonable extent from the perspective of administrative procedures for and required procedures under the applicable laws and regulations or other reasons judged as necessary by the Corporationfor the removal of the Transfer Restriction).
(b) Number of Shares for which the Transfer Restriction will be removed The Number of Shares held by the Qualified Person as of ceasing to hold the position that date he or she holds as a Director of the Corporationceases to hold such position.
Appears in 1 contract
Sources: Allotment Agreement for Shares of Restricted Stock (Sony Group Corp)
Removal of the Transfer Restriction. 1. The Corporation shall remove, as of the expiration of the Transfer Restriction Period, the Transfer Restriction on all of the Shares held by the Qualified Person, on the condition that the Qualified Person has, throughout the Transfer Restriction Period, held his or her position, as applicable, as a Director of the Corporation.
2. Notwithstanding the provisions of the preceding Paragraph, if, during the Transfer Restriction Period, the Qualified Person ceases to hold the position that he or she holds as a Director of the Corporation due to his or her death or any other justifiable reason that is approved by the Compensation Committee of the Corporation (the Compensation Committee will accept that there is a justifiable reason, unless there is a special circumstance), the timing of the removal of the Transfer Restriction and the number of Shares for which the Transfer Restriction will be removed shall be as set forth below.
(1) In the case that the Qualified Person ceases to hold the such position that he or she holds as a Director of the Corporation due to the Qualified Person’s death:
(a) Timing of the removal of the Transfer Restriction The later of: (A) the date of the resolution adopted at the meeting of the Compensation Committee regarding the handling of the Qualified Person’s Shares upon his or her ceasing to hold the such position that he or she holds as a Director of the Corporation due to the Qualified Person’s death; and (B) the date that notice is made pursuant to Article 11, Paragraph 1.
(b) Number of Shares for which the Transfer Restriction will be removed The Number of Shares held by the Qualified Person as of his or her death (however, if Article 7, Paragraph 3, Item (8) applies to the Qualified Person, the number of Shares will be zero (0)).
(2) In the case that the Qualified Person ceases to hold the such position that he or she holds as a Director of the Corporation due to any other justifiable reason that is approved by the Compensation Committee of the Corporation, other than in the case of the preceding Item:
(a) Timing of the removal of the Transfer Restriction As of the first day of the month following the month in which the Qualified Person ceases to hold the such position that he or she holds as a Director of the Corporation (provided, however, that the Corporation may adjust the date of the removal of the Transfer Restriction within a reasonable extent from the perspective of administrative procedures and required procedures under the applicable laws and regulations or other reasons judged as necessary by the Corporation for the removal of the Transfer Restriction).
(b) Number of Shares for which the Transfer Restriction will be removed The Number of Shares held by the Qualified Person as of ceasing to hold the position that date he or she holds as a Director of the Corporationceases to hold such position.
Appears in 1 contract
Sources: Allotment Agreement for Shares of Restricted Stock (Sony Group Corp)
Removal of the Transfer Restriction. 1. The Corporation shall remove, as of the expiration of the Transfer Restriction Period, the Transfer Restriction on all of the Shares held by the Qualified Person, on the condition that the Qualified Person has, throughout the Transfer Restriction Period, held his or her position, as applicable, as a Director of the Corporation.
2. Notwithstanding the provisions of the preceding Paragraph, if, during the Transfer Restriction Period, the Qualified Person ceases to hold the position that he or she holds as a Director of the Corporation due to his or her death or any other justifiable reason that is approved by the Compensation Committee of the Corporation (the Compensation Committee will accept that there is a justifiable reason, unless there is a special circumstance), the timing of the removal of the Transfer Restriction and the number of Shares for which the Transfer Restriction will be removed shall be as set forth below.
(1) In the case that the Qualified Person ceases to hold the such position that he or she holds as a Director of the Corporation due to the Qualified Person’s death:
(a) Timing of the removal of the Transfer Restriction The later of: (A) the date of the resolution adopted at the meeting of the Compensation Committee regarding the handling of the Qualified Person’s Shares upon his or her ceasing to hold the such position that he or she holds as a Director of the Corporation due to the Qualified Person’s death; and (B) the date that notice is made pursuant to Article 11, Paragraph 1.
(b) Number of Shares for which the Transfer Restriction will be removed The Number of Shares held by the Qualified Person as of his or her death (however, if Article 7, Paragraph 3, Item (8) applies to the Qualified Person, the number of Shares will be zero (0)).
(2) In the case that the Qualified Person ceases to hold the such position that he or she holds as a Director of the Corporation due to any other justifiable reason that is approved by the Compensation Committee of the Corporation, other than in the case of the preceding Item:
(a) Timing of the removal of the Transfer Restriction As of the first day of the month following the month in which the Qualified Person ceases to hold the such position that he or she holds as a Director of the Corporation (provided, however, that the Corporation may adjust the date of the removal of the Transfer Restriction within a reasonable extent from the perspective of administrative procedures for the removal of the Transfer Restriction).
(b) Number of Shares for which the Transfer Restriction will be removed The Number of Shares held by the Qualified Person as of ceasing to hold the position that date he or she holds as a Director of the Corporationceases to hold such position.
Appears in 1 contract
Sources: Allotment Agreement for Shares of Restricted Stock (Sony Group Corp)