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Delaware general corporate law section 242

WebOct 11, 2012 · 1.1 Merger.In accordance with the provisions of this Agreement and the Delaware General Corporation Law (the “DGCL”), at the Effective Time (as defined below), the Company will be merged with and into Diamondback LLC, Diamondback LLC’s separate existence will cease and the Company will be the surviving corporation in the … WebFeb 18, 2011 · Section 242 of the Delaware General Corporation Law authorizes a corporation to implement a reverse stock split via an amendment to its corporate charter. Section 155(2) of the DGCL provides that ...

Delaware General Corporation Law Harvard Business Services, Inc.

WebPursuant to Section 242 of the Delaware General Corporation Law DIGITAL WORLD ACQUISITION CORP. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, does hereby certify as follows: 1. The name of the Corporation is Digital World Acquisition Corp. WebFeb 16, 2024 · Delaware law requires strict adherence to corporate formalities when changing a corporation's capital structure. As the court's decision demonstrates, Section 242 of the DGCL in particular can be a trap for the unwary who may assume that a general majority rule governs all fundamental transactions under the DGCL, which is not the case. campground activity schedule https://labottegadeldiavolo.com

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WebWHEREAS, the Board of Directors of the Corporation and the Majority Shareholders of the Series A Preferred Stock wish to amend the Original Certificate of Designation duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware (the “Amendment”). WebApr 10, 2024 · In In re Lordstown Motors Corp., the Court of Chancery, in an opinion by Vice Chancellor Will, confirmed Section 205 of the Delaware General Corporation Law (DGCL) as a means for certain former SPACs to validate their capital structures following the uncertainty created by the Vice Chancellor Zurn’s earlier decision in Garfield v. WebAny such amendment shall be adopted and shall become effective in accordance with § 242 of this title, except that it must be approved by a vote of the holders of record of at least 2 / 3 of the shares of each class of stock of the corporation which are outstanding. campground activity ideas

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Delaware general corporate law section 242

Delaware Code Title 8. Corporations § 242 FindLaw

WebApr 3, 2024 · Item 8.01 Other Events. On April 3, 2024, Vertiv Holdings Co (the "Company") filed a petition in the Court of Chancery pursuant to Section 205 of the Delaware General Corporation Law seeking validation of the Company's Second Amended and Restated Certificate of Incorporation and the shares issued pursuant thereto to resolve any … WebApr 12, 2024 · DGCL Section 242 (b) (2) provides the holders of the outstanding shares of a class with a vote upon a proposed charter amendment, whether or not entitled to vote thereon by the charter, if the amendment would, among other things, “alter or change the powers, preferences, or special rights of the shares of such class so as to affect them …

Delaware general corporate law section 242

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WebThe amendment of a corporation's certificate of incorporation is a technical process—in … WebMar 15, 2024 · Lordstown Motors, a Delaware corporation, had filed a Section 205 …

Web(i) approving or adopting, or recommending to the stockholders, any action or matter (other than the election or removal of directors) expressly required by this chapter to be submitted to stockholders for approval or (ii) adopting, amending or repealing any bylaw of … Web(a) A corporation may, whenever desired, integrate into a single instrument all of the …

WebDelaware’s constitution requires a super-majority vote by the legislature to amend the … WebApr 13, 2024 · The lawsuits asserted fiduciary duty and statutory claims under section 242(b) of the Delaware General Corporation Law. The lawsuits were later consolidated. The stockholders challenge proposed amendments to the Third Amended and Restated Certificate of Incorporation of AMC, which was proposed in connection with a special …

WebApr 11, 2024 · Under Section 242(b)(1), such an amendment to a corporation’s charter requires the approval of the holders of a majority of the outstanding voting power of all issued and outstanding capital stock of the corporation. In August 2024, a number of amendments to the provisions of the Delaware General Corporation Law (DGCL) went …

WebMar 15, 2024 · Boxed, Inc. In that case, the Chancery Court held that if a company had multiple series of common stock outstanding and wanted to issue more shares in order to accomplish a going-public merger with a special purpose acquisition company (SPAC), Section 242(b)(2) of the Delaware General Corporate Law requires each class of … first time business loans governmentWebFeb 22, 2008 · Mary morgan (“petitioner”) hereby petitions for appraisal pursuant to section 262 of the delaware general corporation law as follows: At all times relevant ... campground advertisementWebJan 23, 2014 · In Greenmont Capital Partners I, L.P. v. Mary’s Gone Crackers, Inc., 2012 … first time business loans for women