Board of Directors’ Control Sample Clauses

Board of Directors’ Control. The officers of State Auto P&C and of each of the Managed Companies shall be subject to the authority of their respective boards of directors, provided, however, it is understood that such officers have contractual obligations under this Agreement to State Auto P&C and the other Managed Companies party to this Agreement. Each Managed Company and State Auto P&C may appoint or elect as its officers those persons who hold offices in any other State Auto Company or any other affiliate, subject at all times to the power of each company’s respective board of directors to appoint, elect, or remove its officers in accordance with its respective articles or certificate of incorporation, code of regulations or by-laws, and other governing documents, statutes, or rules of law applicable to each respective company.
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Board of Directors’ Control. The officers and employees of ProCentury (and those of its affiliates other than the Companies) and of each Company shall be subject to the authority of their respective Boards of Directors. Each of the Companies and ProCentury may appoint or elect its officers, subject at all times to the power of its Board of Directors to appoint, elect or remove officers, in accordance with its articles of incorporation, code of regulations, by-laws and other governing documents, statutes or rules of law applicable to each respective company.
Sample 1Sample 2
Board of Directors’ Control. Except as otherwise provided in this Agreement, the officers of State Auto P&C and of each of the Managed Companies shall be subject to the authority of their respective boards of directors. Each Managed Company and State Auto P&C may appoint or elect as its officers those persons who hold offices in any other State Auto Company, subject at all times to the power of each company's respective board of directors to appoint, elect, or remove its officers in accordance with its respective articles or certificate of incorporation, code of regulations or by-laws, and other governing documents, statutes, or rules of law applicable to each respective company.
Sample 1
Board of Directors’ Control. Except as otherwise provided in this 2000 Management Agreement, the business of Midwest Security shall be managed by its officers, subject to the authority of its board of directors. Midwest Security may appoint or elect as its officers those persons who hold offices in any other affiliate of Mutual, subject at all times to the power of its board of directors to appoint, elect, or remove its officers in accordance with its articles of incorporation, code of regulations or by-laws, and other governing documents, statutes, or rules of law applicable to Midwest Security.
Sample 1
Board of Directors’ Control. Nothing contained in this Agreement, in any Annex, or in the Reinsurance Pooling Agreement shall be deemed to be a delegation of the authority or responsibility of either Client's Board of Directors. The business of each Company will be managed by its officers subject to the authority of its Board of Directors. Each Company may appoint or elect as officers of such Company persons who hold offices in the other Companies, subject at all times to the power of its Board of Directors to appoint or elect and remove its officers in accordance with the charter, certificate of incorporation, by-laws, or other governing instrument, statute or rule of law applicable to such Company.
Sample 1

Related to Board of Directors’ Control

  • Board of Directors The Board of Directors of the Company is comprised of the persons set forth under the heading of the Pricing Prospectus and the Prospectus captioned “Management.” The qualifications of the persons serving as board members and the overall composition of the board comply with the Exchange Act, the Exchange Act Regulations, the Xxxxxxxx-Xxxxx Act of 2002 and the rules promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”) applicable to the Company and the listing rules of the Exchange. At least one member of the Audit Committee of the Board of Directors of the Company qualifies as an “audit committee financial expert,” as such term is defined under Regulation S-K and the listing rules of the Exchange. In addition, at least a majority of the persons serving on the Board of Directors qualify as “independent,” as defined under the listing rules of the Exchange.

  • The Board of Directors AGREES TO—

  • Board of Directors Approval Seller shall have received the approval of its board of directors to the transactions contemplated by this Agreement.

  • Parent Board of Directors The Board of Directors of Parent will take all actions necessary such that two members of Company's Board of Directors reasonably acceptable to Parent, at least one of whom is an independent director of the Company's Board of Directors, shall be appointed to Parent's Board of Directors as of the Effective Time with a term expiring at the next annual meeting of Parent's stockholders.

  • Board of Directors; Officers The Board of Directors and officers of Sub immediately prior to the Effective Time shall be the Board of Directors and officers, respectively, of the Surviving Corporation, until the earlier of their respective resignations or the time that their respective successors are duly elected or appointed and qualified.

  • Board of Director Approval This Agreement shall have been approved by the Board of Directors of Acquirer.

  • Board of Directors Meetings The Company shall use its best efforts to ensure that meetings of its Board of Directors are held at least four times each year and at least once each quarter.

  • Chairman of the Board of Directors The Chairman of the Board of Directors, if there be one, shall preside at all meetings of the Limited Partners and of the Board of Directors. The Chairman of the Board of Directors shall be selected from time to time by the Board of Directors. The Chairman of the Board of Directors shall also perform such other duties and may exercise such other powers as may from time to time be assigned by this Agreement or by the Board of Directors.

  • Board of Directors of the Company (a) As of the Effective Date, the number of directors constituting the entire Board of Directors of the Company is seven, but the Board of Directors may increase its size to eight (8). Apollo (or any representative thereof designated by Apollo) shall be entitled, but not required, to nominate up to three (3) members to the Board of Directors (collectively, the "APOLLO NOMINEES") and the Company shall be entitled, but not required, to nominate the remaining members to the Board of Directors. One Apollo Nominee shall be classified as a Class I Director of the Company, one Apollo Nominee shall be classified as a Class II Director of the Company, and one Apollo Nominee shall be classified as a Class III Director of the Company.

  • Meeting of the Board of Directors The Board of Directors of the Company may hold meetings, both regular and special, within or outside the State of Delaware. Regular meetings of the Board may be held without notice at such time and at such place as shall from time to time be determined by the Board. Special meetings of the Board may be called by the President on not less than one day’s notice to each Director by telephone, facsimile, mail, telegram or any other means of communication, and special meetings shall be called by the President or Secretary in like manner and with like notice upon the written request of any one or more of the Directors.

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