Classified Board of Directors. The directors, other than those who may be elected by the holders of any class or series of stock having a preference over the Common Stock as to dividends or upon liquidation pursuant to the terms of this Certificate of Incorporation or any resolution or resolutions providing for the issuance of any such series of stock adopted by the Board of Directors, shall be classified with respect to the time for which they severally hold office into three classes, as nearly equal in number as possible. The initial Class I Directors shall serve for a term expiring at the first annual meeting of stockholders of the Corporation following the adoption of this amendment of this Certificate; the initial Class II Directors shall serve for a term expiring at the second annual meeting of stockholders following this amendment of this Certificate; and the initial Class III Directors shall serve for a term expiring at the third annual meeting of stockholders following the adoption of this amendment of this Certificate. Each director in each such class shall hold office until his or her successor is duly elected and qualified or until his earlier death, disability, resignation or removal. At each annual meeting of stockholders beginning with the first annual meeting of stockholders following the adoption of this amendment of this Certificate, the successors of the class of directors whose term expires at that meeting shall be elected to hold office for a term expiring at the annual meeting of stockholders to be held in the third year following the year of their election, with each director in each such class to hold office until his or her successor is duly elected and qualified or until his earlier death, disability, resignation or removal."
Classified Board of Directors. The Board shall be classified as set forth in the Certificate of Incorporation. The members of each class shall hold office until their successors are elected and qualified or until their earlier resignation, retirement, removal or death. Any Director elected to fill a vacancy shall have the same remaining term as that of his or her predecessor.
Classified Board of Directors. Our board of directors is divided into three classes of directors serving staggered three-year terms, with the term of office of only one of the three classes expiring each year. A classified board of directors may render a change in control of us or removal of our incumbent management more difficult. This provision could delay for up to two years the replacement of a majority of our board of directors. We believe, however, that the longer time required to elect a majority of a classified board of directors helps to ensure the continuity and stability of our management and policies.
Classified Board of Directors. The Fund’s Board of Directors is divided into three classes of Directors. The current terms for the first, second and third classes will expire at the Fund’s 2023, 2021 and 2022 annual meeting of stockholders, respectively. Upon expiration of their current terms, Directors of each class will be elected to serve until the third succeeding annual meeting of stockholders and until their successors are duly elected and qualify, and each year one class of Directors will be elected by the stockholders. A classified board may render a change in control of the Fund or the removal of the Fund’s incumbent management more difficult. The Fund believes, however, that the longer time required to elect a majority of a classified Board of Directors will help to ensure the continuity and stability of the Fund’s management and policies.
Classified Board of Directors. The directors shall be classified with respect to the time for which they shall severally hold office as follows:
Classified Board of Directors. After execution hereof, the NVBancorp Board of Directors will adopt an amendment (the "Amendment") to the NVBancorp's Articles of Incorporation ("Articles") and Bylaws to provide that the NVBancorp Board of Directors shall be divided into three classes of directors, each consisting of a number of directors equal as nearly as practicable to one-third the total number of directors, for so long as such Board consists of at least nine (9) authorized directors and, in the event that the total number of authorized directors on such Board is at least six (6) but less than nine (9), for classification of the Board of Directors into two classes, each consisting of a number of directors equal as nearly as practicable to one-half the total number of directors. Pursuant to the Amendment, each class of directors would be subject to election every third year and would serve for a three-year term for so long as the Board remained classified into three classes, or would be subject to election every second year and would serve for a two-year term in the event the Board were classified into two classes. Currently, all of the directors of NVBancorp are elected each year to serve a one-year term. NVBancorp shall cause the Amendment to be submitted for the approval of its shareholders, together with the other principal terms of the Merger, as provided in Section 3.3.e. below. In connection with the approval of the Merger as provided in Section 3.3.e., SRNB shall advise its shareholders of the proposed Amendment and inform its shareholders that their approval of the Merger will constitute their consent to the Amendment. If the Merger, including the Amendment, is approved by the shareholders of NVBancorp and SRNB, the NVBancorp Board of Directors will, for purposes of initial implementation, designate three classes of directors for election at the 2000 Annual Meeting of Shareholders of NVBancorp, as follows: Class I will be elected initially for a one-year term expiring at the 2001 NVBancorp Annual Meeting of Shareholders; Class II will be elected initially for a two-year term expiring at the 2002 NVBancorp Annual Meeting of Shareholders; and Class III will be elected for a three-year term expiring at the NVBancorp Annual Meeting of Shareholders to be held in the year 2003; and, in each case, until their successors are duly elected and qualified. At each NVBancorp Annual Meeting after the 2000 Annual Meeting, only directors of the class whose term is expiring would be voted upon...
Classified Board of Directors. 9.1 The Board of Directors shall consist of between one and nine members. Such number of Directors may be changed from time to time by resolutions of the Board of Directors, except as otherwise provided by law or the Certificate of Incorporation. Any Director may resign at any time upon written notice to the Corporation. Directors need not be stockholders.
Classified Board of Directors. Election of Directors 9 Section 2.04. Executive Chairman of the Board 9 Section 2.05. Annual and Regular Meetings 10 Section 2.06. Special Meetings; Notice 10 Section 2.07. Quorum; Voting 10 Section 2.08. Adjournment 11
Classified Board of Directors. From and after the first date as of which any class of the Corporation's equity securities is traded on a national securities exchange or through the Nasdaq Stock Market's automated quotation system, the directors shall be classified, with respect to the time for which they severally hold office, into three classes (Class A, Class B and Class C), as nearly equal in number as possible, as determined by the Board of Directors, one class to hold office initially for a term expiring at the annual meeting of stockholders to be held in [1998], another class to hold office initially for a term expiring at the annual meeting of stockholders to be held in [1999] and another class to hold office for a term expiring at the annual meeting of stockholders to be held in [2000], with members of each class to hold office until whichever of the following occurs first: his or her successor is elected and qualified, his or her resignation, his or her removal from office by the stockholders or his or her death. At each annual meeting of stockholders of the Corporation, the successors to the class of directors whose term expires at the meeting shall be elected to hold office for a term expiring at the annual meeting of stockholders held in the third year following the year of their election.
Classified Board of Directors. Our Board of Directors currently is not classified. However, our Certificate of Incorporation and ourBy-laws provide that our Board of Directors will be classified with approximately one-third of the directors elected each year at such time as Cellectis no longer holds at least 50% of our then outstanding common stock. The number of directors will be fixed from time to time by a majority of the total number of directors that we would have at the time such number is fixed if there were no vacancies. The directors will be divided into three classes, designated class I, class II and class III. Each class will consist, as nearly as may be possible, of one-third of the total number of directors constituting the entire Board of Directors. At each annual meeting of stockholders, successors to the class of directors whose term expires at that annual meeting will be elected for a three-year term and until their successors are duly elected and qualified. In addition, if the number of directors is changed, any increase or decrease will be apportioned by our Board of Directors among the classes so as to maintain the number of directors in each class as nearly equal as possible, and any additional director of any class elected to fill a vacancy resulting from an increase in such class or from the removal from office, death, disability, resignation or disqualification of a director or other cause will hold office for a term that will coincide with the remaining term of that class, but in no case will a decrease in the number of directors have the effect of removing or shortening the term of any incumbent director.
