Company Board and Directors Sample Clauses

Company Board and Directors. (a) Syngenta shall procure that a sufficient number of members of the Syngenta Board shall resign as members of the Syngenta Board by signing a resignation declaration substantially in the form attached hereto as Annex 4.3(a)(i) and | or enter into (and not subsequently Transaction Agreement between ChemChina, CNAC and Syngenta 18 | 34 terminate) a mandate agreement with ChemChina or BidCo in the form attached hereto as Annex 4.3(a)(ii), in each case effective as of the First Settlement, as is necessary for ChemChina or BidCo to control the Syngenta Board effective as of the First Settlement. Any mandate agreement shall cover the period from the First Settlement to and including the date of the Extraordinary General Meeting (as defined below).
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Company Board and Directors. (a) The Company shall procure that all Company Board members (the Resigning Company Board Members) will, subject to the condition that the Offer will be settled and the Offeror will hold more than 50% of the Shares immediately after the settlement of the Offer, resign as members of the Company Board and the board of directors or equivalent corporate body of any of the Company's Subsidiaries, if applicable, no later than by the end of the Main Offer Period and with effect as of the settlement date of the Offer, by signing a resignation declaration substantially in the form attached hereto as Annex 4.5(a).
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Company Board and Directors. (a) The Company shall procure that all the members of the Company Board shall tender their resignation as a member of the Company Board and the board of directors (or equivalent corporate body) of any of the Company’s Subsidiaries (other than R&D NewCo and its Subsidiaries), if applicable, no later than the close of business on the second Trading Day after the end of the Main Offer Period, and, in any event, with effect as of Settlement, by signing a resignation declaration substantially in the form attached hereto as Annex 4.3(a).
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Related to Company Board and Directors

  • 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.

  • Officers and Directors of Surviving Corporation The officers and directors of Merger Sub shall be the officers and directors of the Surviving Corporation, until the earlier of their resignation or removal or otherwise ceasing to be an officer or director or until their respective successors are duly elected and qualified, as the case may be.

  • Officers and Directors of the Surviving Corporation (a) The directors of the Merger Sub immediately prior to the Effective Time will be the directors of the Surviving Corporation, and they shall hold office until their respective successors are duly elected or appointed or qualified or until their earlier death, resignation or removal in accordance with the Certificate of Incorporation and By-laws as in effect from time to time of the Surviving Corporation.

  • Officers and Directors No person is serving or acting as an officer, trustee or investment adviser of the Fund except in accordance with the provisions of the 1940 Act and the Rules and Regulations and the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and the rules and regulations of the Commission promulgated under the Advisers Act (the “Advisers Act Rules and Regulations”). Except as disclosed in the Registration Statement, each preliminary prospectus and the Prospectus (or any amendment or supplement to any of them), no trustee of the Fund is (A) an “interested person” (as defined in the 0000 Xxx) of the Fund or (B) an “affiliated person” (as defined in the 0000 Xxx) of any Underwriter.

  • The Board of Directors AGREES TO—

  • Company Board Section 2.3(a)........... 9

  • Independent Directors Those Directors who are not “interested persons” of the Company as such term is defined in the 1940 Act.

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