Directors Proposal definition

Directors Proposal has the meaning set forth in Section 5.8.
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Examples of Directors Proposal in a sentence

  • For the Confirmation of Mandate of FREYR Directors Proposal, no presence quorum is required and resolutions shall be adopted, irrespective of the number of FREYR Ordinary Shares present or represented at the Extraordinary General Meeting, by a simple majority of votes validly cast.

  • Plaintiffs, as derivative plaintiffs for the Company, are entitled to a declaration that the Director Defendants’ proposal to expand the Board of Directors (Proposal 1) is invalid on its face as an entrenchment device with an improper purpose or, in the alternative, requires the approval by the Required Supermajority Vote as provided for in the Charter.

  • The Election of Directors Proposal is conditioned on the approval of the Business Combination Proposal.

  • Vote on Directors (Proposal 3) ELECTION OF NOMINEES TO THE BOARD To withhold authority to vote for an (01) Robert P.

  • Election of Directors Proposal: A proposal to elect Steve Zhang, Thomas J.

  • Therefore, if the Business Combination Proposal is not approved, the Directors Proposal will have no effect, even if approved by holders of CLAQ’s common stock.

  • To approve certain changes to the employment terms of Samuel Hacohen, the Company's Chairman of the Board of Directors, and Winfried Burke, the Company's Chief Executive Officer and a member of the Board of Directors ("Proposal 4").

  • Proposal 3: Appointment of six (6) Directors Proposal 4: Appointment of two (2) Corporate Auditors Proposal 5: Appointment of one (1) stand-in Corporate Auditor [The General Meeting of Class Shareholders Concerning Shares of Common Stock] Matter to be Resolved: Proposal Approval of the Share Exchange Agreement between the Company and Mizuho Financial Group, Inc.

  • The Business Combination Proposal is conditioned on the approval of each of the, the Charter Approval Proposal, the Bylaws Proposal, the Directors Proposal, the Stock Plan Proposal, the Nasdaq Merger Proposal and the Nasdaq PIPE Proposal.

  • The Directors Proposal is dependent on the approval of the Business Combination Proposal.

Related to Directors Proposal

  • Contractor’s Proposal means the proposal submitted by the Contractor with the Tender, as modified and accepted by the Employer and included in the Contract. Such documents may include the Contractor’s preliminary design.

  • Takeover Proposal means any offer or proposal for, or any indication of interest in, a merger or other business combination involving Target or the acquisition of any significant equity interest in, or a significant portion of the assets of, Target, other than the transactions contemplated by this Agreement.

  • Company Board of Directors means the board of directors of the Company.

  • Competing Proposal means a proposal, offer or invitation to the Company, any Party or any of a Party’s Affiliates (other than the Proposal), that involves the acquisition of Control of the Target, a sale of all or a substantial part of the assets of the Target, a restructuring or recapitalization of the Target, or some other transaction that would adversely affect, prevent or materially reduce the likelihood of the consummation of the Transaction with the Parties.

  • Company Takeover Proposal means (i) any proposal or offer for a merger, consolidation, dissolution, recapitalization or other business combination involving the Company, (ii) any proposal for the issuance by the Company of over 30% of its equity securities as consideration for the assets or securities of another person or (iii) any proposal or offer to acquire in any manner, directly or indirectly, over 30% of the equity securities or consolidated total assets of the Company, in each case other than the Merger.

  • Disinterested Board Members means those members of the Board of a Fund that are not deemed to be "interested persons" of the Fund, as defined by the Act.

  • Superior Proposal has the meaning set forth in Section 5.09(a).

  • Company Superior Proposal shall have the meaning set forth in Section 7.4(b).

  • Company Board means the Board of Directors of the Company.

  • Acquisition Proposal has the meaning set forth in Section 5.03(a).

  • Proposal means the Technical Proposal and the Financial Proposal.

  • Parent Board means the board of directors of Parent.

  • Bid Proposal or “Proposal” means the bidder’s proposal submitted in response to the RFP.

  • Company Acquisition Proposal means any offer, indication of interest or proposal (other than an offer or proposal made or submitted by or on behalf of Parent or any of its Subsidiaries) contemplating or otherwise relating to any Company Acquisition Transaction.

  • Parent Directors means the Directors elected or appointed pursuant to Articles 53 – 56 inclusive;

  • Independent Directors means the members of the Board of Directors who are not officers or employees of the Manager.

  • Transaction Proposal has the meaning specified in Section 8.02(c).

  • Alternative Proposal has the meaning set forth in Section 6.2(b).

  • Unsolicited proposal means a written proposal for a public-private initiative that is submitted by a private entity for the purpose of entering into an agreement with the department but that is not in response to a formal solicitation or request issued by the department.

  • Technical Proposal means the Contractor’s Technical Proposal dated (Technical Proposal date).

  • Disinterested Directors means, with respect to any Affiliate Transaction, one or more members of the Board of Directors of the Company, or one or more members of the Board of Directors of a Parent, having no material direct or indirect financial interest in or with respect to such Affiliate Transaction. A member of any such Board of Directors shall not be deemed to have such a financial interest by reason of such member’s holding Capital Stock of the Company or any Parent or any options, warrants or other rights in respect of such Capital Stock.

  • The Board of Directors or "Board" means all those persons appointed to perform the duties of directors of the society;