Common use of A Director Clause in Contracts

A Director. 12.3.1 From and after the date on which Xx Xxxxxx ceases to hold office as Chairman a simple majority of the 5 largest A Shareholders (by reference to the number of A Shares held by them at the relevant time) (“Principal A Shareholders”) shall have the right by written notice to the Company to appoint and maintain in office and remove from office one person whom they shall from time to time nominate as a non-executive Director provided always that such A Director: (i) is one of the Principal A Shareholders; or (ii) is another A Shareholder holding at least 75,000 A Shares provided that prior to such appointment the B Directors are given a reasonable opportunity to consult as to the identity and suitability for appointment as an A Director of such person; or (iii) is pre-agreed by a B Director. 12.3.2 Appointment and removal of the A Director shall be by written notice to the Company which shall take effect on delivery at the Company’s registered office or at any meeting of the Board or committee thereof. 12.3.3 If Xx Xxxxxx is a Director, he shall be deemed for all purposes to be the A Director unless he is no longer the Chairman and some other person has been nominated as the A Director pursuant to Clause 12.3.1.