Board of Directors of the Surviving Company Sample Clauses

Board of Directors of the Surviving Company. From and after the Effective Time, the sole member of the Board of Directors of the Surviving Company shall be Xxxxxx X.
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Board of Directors of the Surviving Company. The members of the Board of Directors of the Surviving Company will be the following persons: Xxxx XxXxxxxx Xxxxx Xxxxxxxxx
Sample 1
Board of Directors of the Surviving Company. As of the Effective Time, the board of directors shall be the persons listed on Exhibit “C” until their successors are duly elected and qualified in the manner provided in the Bylaws or as otherwise provided by law or until their earlier death, resignation or removal in the manner provided in the Bylaws or as otherwise provided by law.
Sample 1
Board of Directors of the Surviving Company. The Board of Directors of Xxxx-NY in office immediately prior to the Effective Time, together with such additional persons as may thereafter be elected, shall serve as the Board of Directors of the Surviving Company from and after the Effective Time in accordance with the Certificate of Incorporation and Bylaws of the Surviving Company.
Sample 1
Board of Directors of the Surviving Company. The directors of Merger Sub immediately prior to the Effective Time shall, from and after the Effective Time, be the directors of the Surviving Company, serving until their respective successors are duly elected or appointed (as the case may be) and qualified or until their earlier death, resignation or removal in accordance with the Articles of Incorporation and the Bylaws.
Sample 1
Board of Directors of the Surviving Company. The Parties shall take all necessary actions (including seeking corporate board of directors or shareholders actions to be taken) such that, at the Effective Time, the board of directors of the Surviving Company shall be the Persons listed on Exhibit B hereto, serving until their respective successors are duly elected and qualified, as the case may be.
Sample 1
Board of Directors of the Surviving Company. The Surviving Company shall have a board of directors composed of 11 members. In case of death, resignation, removal or inability to exercise a directorship by any director designated by any of the Parties, the Parties agree, through the other directors designated by them or any other adequate legal mechanism, to replace the outgoing director with the person indicated by the Party who originally designated said outgoing director. This paragraph shall apply to all boards of directors. Each of the members of the Falabella Group individually agrees, for the benefit of the D&S Group, that as long as the D&S Group holds such number of shares as allow it to designate one director in the Surviving Company, and as long as the parties to the shareholders’ agreement of Falabella (the “Falabella Agreement”) maintain control over the Surviving Company: (a) The D&S Group shall have the same right to designate one director in the Relevant Subsidiaries and other subsidiaries of the Surviving Company as a party to the Falabella Agreement who holds sufficient shares issued by the Surviving Company to designate one director of the Surviving Company. To the extent that no third party holds any interest in a Relevant Subsidiary, the D&S Group shall always have the right to designate a director; and (b) The D&S Group shall designate at least four directors of the food subsidiary, including the director to whom it is entitled pursuant to paragraph (a) above, provided that if the D&S Group no longer holds an 11.4% interest in the shares of the Surviving Company and that if the Falabella Group combined with the D&S Group are unable to designate nine directors, the number of directors designated by the D&S Group shall be three. One of the directors designated by the D&S Group shall be the Chairman of the food subsidiary. The provisions of this paragraph (b) shall apply for a term of six years from the date of the Merger. Relevant Subsidiaries shall be the companies that engage in the following businesses: (i) department stores; (ii) food sales; (iii) sale of construction materials and home improvement products; (iv) consumer loans; (v) Banco Falabella; and (vi) Real estate (Saitec and Xxxxxx Falabella). The Relevant Subsidiaries shall have 11 directors.
Sample 1
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Related to Board of Directors of the Surviving Company

  • Directors of the Surviving Corporation The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

  • Officers and Directors of the Surviving Corporation The directors of Merger Sub immediately prior to the Effective Time shall be the directors of the Surviving Corporation, and the officers of Merger Sub immediately prior to the Effective Time shall be the officers of the Surviving Corporation, each to hold office in accordance with the certificate of incorporation and by-laws of the Surviving Corporation, in each case until their respective successors are duly elected and qualified.

  • 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.

  • Directors of Surviving Corporation The directors of Merger Sub at the Effective Time shall, from and after the Effective Time, be the directors of the Surviving Corporation until their successors have been duly elected or appointed and qualified or until their earlier death, resignation or removal in accordance with the Surviving Charter and the Surviving By-Laws.

  • 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 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 of Buyer shall have approved this Agreement and Buyer's acquisition of the Assets contemplated hereby.

  • Officers of the Surviving Corporation The officers of the Company immediately prior to the Effective Time shall be the initial officers of the Surviving Corporation, each to hold office until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

  • Leave, Board of Directors A nurse who is elected to the Board of Directors of the Ontario Nurses' Association, other than to the office of President, shall be granted upon request such leave(s) of absence as she or he may require to fulfill the duties of the position. Reasonable notice - sufficient to adequately allow the Hospital to minimize disruption of its services shall be given to the Hospital for such leave of absence. Notwithstanding Article 10.04, there shall be no loss of seniority or service for a nurse during such leave of absence. Leave of absence under this provision shall be in addition to the Union leave provided in Article 11.02

  • Directors and Officers of the Surviving Corporation The directors of Merger Sub immediately prior to the Effective Time will, from and after the Effective Time, be the directors of the Surviving Corporation, and the officers of the Company immediately prior to the Effective Time will, from and after the Effective Time, be the officers of the Surviving Corporation, in each case, until their respective successors have been duly elected, designated or qualified, or until their earlier death, disqualification, resignation or removal in accordance with the Surviving Corporation’s certificate of incorporation and bylaws.

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