CHANGE IN DIRECTORS OF THE PURCHASER AND CHANGE IN NAME OF THE PURCHASER Sample Clauses

CHANGE IN DIRECTORS OF THE PURCHASER AND CHANGE IN NAME OF THE PURCHASER. 3.01 New Directors Effective at the Closing, unless previously approved by resolutions of the Purchaser Shareholders at the Purchaser Shareholder Meeting (and such resolutions have not been rescinded as at the Closing), the Purchaser shall cause the Board to be restructured, through resignations and appointments, so that it shall consist of five directors (four of whom shall be chosen by AMPD, and one of whom shall be chosen by the Purchaser) forming the initial Board immediately following Closing. If any of the proposed directors are not acceptable to the CSE or are otherwise unable to act as directors of the Purchaser following Closing, AMPD and the Purchaser shall jointly nominate other nominees to the Board following Closing.
Sample 1
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CHANGE IN DIRECTORS OF THE PURCHASER AND CHANGE IN NAME OF THE PURCHASER. 3.01 New Directors Effective at the Closing, the Purchaser shall cause the Board to be restructured, through resignations and appointments, so that it shall consist of a minimum of five directors (all of whom shall be chosen by Springleaf) forming the initial Board immediately following Closing. If any of the proposed directors are not acceptable to the CSE or are otherwise unable to act as directors of the Purchaser following Closing, Springleaf and the Purchaser shall jointly nominate other nominees to the Board following Closing.
Sample 1

Related to CHANGE IN DIRECTORS OF THE PURCHASER AND CHANGE IN NAME OF THE PURCHASER

  • Determinations and Actions by the Board of Directors All actions, calculations and determinations (including all omissions with respect to the foregoing) which are done or made by the Board of Directors in good faith pursuant to this Agreement, shall not subject the Board of Directors to any liability to the holders of the Rights.

  • Senior Management and Board of Directors 1. A Member State shall not require that a juridical person of that Member State appoint to senior management positions, natural persons of any particular nationality.

  • INDEPENDENT BOARD COMMITTEE AND INDEPENDENT FINANCIAL ADVISER The Independent Board Committee, comprising all the independent non-executive Directors, has been established to advise and give recommendation to the Independent Shareholders on the Loan Agreement and the transactions contemplated thereunder. An independent financial adviser will be appointed to advise the Independent Board Committee and the Independent Shareholders on, among other matters, the fairness and reasonableness of the Loan Agreement and the transactions contemplated thereunder.

  • Management Board 6.1 The Management Board is responsible for the overall strategic direction of the Integrated Service. Its functions and terms of references are set out in Schedule 3 Part I to this Agreement.

  • REASONS FOR AND BENEFITS OF THE TRANSACTION The Group is principally engaged in the development, sale, lease, investment and management of properties in the PRC and the sales of electronic and electrical related products and sales of building related materials and equipment. Each of the Merchants Nanjing and Nanjing Changmao would benefit from the cooperation in order to exert their strengths, grasp market opportunities and enhance their investment portfolio in the property market in the PRC, which would improve the capital efficiency and effectiveness, reduce the investment risks and thus a greater return could be created for the Shareholders. The terms of the Cooperation Agreement have been arrived at after arm’s length negotiations between the parties. The Directors (including the independent non-executive Directors) have confirmed that the Acquisition and the terms of the Cooperation Agreement (including the financing and profit distribution arrangements) and the transactions contemplated thereunder are fair and reasonable, on normal commercial terms and in the interests of the Company and its Shareholders as a whole.

  • CITY MANAGER’S RECOMMENDED ACTION This agreement formalizes the mechanism that may be used by the City to transfer civil rights complaints to the Iowa Civil Rights Commission for investigation. ICRC will compensate the City for acting as the intake agent under this agreement. The City and ICRC have maintained this arrangement for several years. Transferring this time- consuming investigation responsibility to the ICRC will allow the Ames Human Relations Commission more time to devote to proactive educational projects in the community. Therefore, it is the recommendation of the City Manager that the City Council adopt Alternative No. 1, as described above.

  • Expenses of the Board Each party shall pay:

  • In circumstances when the Transition Committee is unable to agree on a determination under clause 1(a) of this Letter of Understanding, the Association and/or TEBA may refer the matter to the Trial Expedited Arbitration Process.

  • Nurse Representatives & Grievance Committee (a) The Hospital agrees to recognize Association representatives to be elected or appointed from amongst nurses in the bargaining unit for the purpose of dealing with Association business as provided in this Collective Agreement. The number of representatives and the areas which they represent are set out in the Appendix of Local Provisions.

  • Scope of the Committee The Committee shall not have the power to bind the Union or its members, or the Employer to any decision or conclusion reached in discussion. The Committee shall not have jurisdiction over any matter contained in this Collective Agreement, including its administration or renegotiation. The Committee shall not supersede the activities of any other committee of the Union or of the Employer.

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