Buy-back authorization: companies must secure corporate approvals, disclose lender consent, and meet filing and timing requirements. Companies must obtain corporate authorization and statutory approvals before a buy-back: generally a special resolution or, for limited board-authorised buy-backs, a board resolution. Prior lender consent is required where covenants are breached and must be disclosed. The board must specify maximum price for open market buy-backs; in tender offers the board may raise the maximum price while reducing securities so aggregate size is unchanged. Buy-backs must be completed within one year and require prescribed electronic filings, disclosure in the explanatory statement, and post-buy-back returns to regulators.
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Provisions expressly mentioned in the judgment/order text.
Buy-back authorization: companies must secure corporate approvals, disclose lender consent, and meet filing and timing requirements.
Companies must obtain corporate authorization and statutory approvals before a buy-back: generally a special resolution or, for limited board-authorised buy-backs, a board resolution. Prior lender consent is required where covenants are breached and must be disclosed. The board must specify maximum price for open market buy-backs; in tender offers the board may raise the maximum price while reducing securities so aggregate size is unchanged. Buy-backs must be completed within one year and require prescribed electronic filings, disclosure in the explanatory statement, and post-buy-back returns to regulators.
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