Extract to table

0% of the Company's fully diluted equity, we must verify that this percentage meets or exceeds the contractual threshold required to invoke drag-along rights and bind all remaining stockholders

We note the following with respect to this document: (i) We must confirm that the Restated Certificate was duly filed with the Delaware Secretary of State and bears the Secretary of State's filing stamp and acceptance date

(ii) We must confirm that the Restated Certificate is consistent in all material respects with the Original Charter, as modified by Amendment No

The bylaws establish that a majority of the total number of authorized directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors

For stockholder meetings, the bylaws provide that the holders of a majority of the shares of capital stock issued and outstanding and entitled to vote, present in person or represented by proxy, shall constitute a quorum

We must complete our analysis of the Stockholders' Agreement to determine the precise approval mechanics and thresholds applicable to the Transaction