The Reorganization Closing. The closing of the Reorganization will take place, and will be deemed effective for all purposes at, 11:00 a.m., Dallas time, on the Spin-Off Date. At such closing, the following documents will be delivered: (1) Certified resolutions of the Board of Directors of Bristol Hotel Asset Company authorizing the distribution to Bristol of all of the BHMC Common Shares held by it; (2) Certified resolutions of the Boards of Directors of each Bristol Subsidiary, as appropriate, authorizing, respectively, the distribution of all of the Merger Assets and Spin-Off Assets held by such Subsidiary or received from another Bristol Subsidiary as contemplated in Schedule 2.2; and (3) Such assignment agreements, bills of sale, stock certificates, stock powers, stock transfer forms and other instruments of conveyance that may be necessary to reflect the distribution of the Spin-Off Assets and the Merger Assets as contemplated in Schedule 2.2.
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Sources: Spin Off Agreement (Bristol Hotels & Resorts Inc), Spin Off Agreement (Felcor Suite Hotels Inc)