2. After the acceptance and approval of this agreement by the respective shareholders of the constituent limited companies, the facts of this agreement are certified and this agreement is signed, accepted, filed and registered in accordance with the section of general law of state corporations. 3. Immediately after the date of the merger, the amount of capital of the surviving limited company represented by its outstanding shares pursuant to Article VII of this agreement is equal, for each common share, to the par value – per share – per share and the amount of the ABC preferred share in the series “- ” per share. 2. Any holder of an outstanding certificate or certificate constituting shares of the XYZ share has the right, at any time and from time to time after the date of the merger, to obtain in exchange, after the surrender of the certificate or certificates to the organization of a stock exchange representative of the surviving company appointed by the board of directors of the surviving company. , a certificate or certificate representing the number of shares held by ABC preferred shareholders in the ABC series in which the XYZ shares represented by the surrendered certificate or the certificates issued were converted in accordance with paragraph 1. The surviving limited company does not pay a dividend to the holders of outstanding quotas, expressed to represent the shares of the XYZ share, but after the discount and exchange, as expected, the record holder of the certificate or certificates of the SERIES of ABC preferred securities issued in exchange for an amount equal to all dividends” of each of these abc preferred shares that are paid or payable to the holders of the ABC , the ABC preferred action in the series between the date of the merger and the date of the exchange. (a) for Trust Fund A, to make contributions equal to or greater than the sum of -per day of the merger and to allow for approval in full satisfaction with XYZ`s commitments for the year – and to the current management committee or other persons currently in place (2) this agreement will not be approved by the necessary votes of the shareholders of the constituent companies or on the date; without prejudice to the right of one party to investigate the affairs of the other party and its shareholders, each party has the right to rely entirely on the assurances, guarantees, alliances and agreements of the other party and its shareholders contained in this agreement or in a document notified to one of the others or one of its representatives in connection with the transactions provided for in this agreement. All these assurances, guarantees, pacts and agreements will last the implementation and supply of this agreement and the conclusion of this agreement one year after the completion date.

1. At the date of the merger, all real estate, real estate, personal and mixed property, as well as all debts against the two constituent companies on any account, as well as for share subscriptions, like all other shareholders, and all other purchasers agree to compensate and compensate the seller, its officers, directors and major shareholders. , and the seller agrees to keep the buyer free and unscathed. , their principals, directors and principal shareholders, at any time against and in connection with any liability, injury or defect, any acts, actions, proceedings, judgments, judgments, costs and expenses, including legal fees, an incident that results from a substantial error made by an indemnifying party to a party subject to compensation, and which, or a substantial inaccuracy or omission from a certificate , a financial statement or tax return, which must be submitted as part of this certificate, financial statement or tax return for the presentation of this certificate or declaration.

Comments

comments