Designation Right. The Board shall have four (4) members. For so long as K2 is the Majority Series A-1 Preferred Shareholder, K2 shall be entitled to designate one (1) Director (“K2 Director”); for so long as Matrix is a holder of any Series A-2 Preferred Share, Matrix shall be entitled to designate one (1) Director (“Matrix Director”); for so long as Taikang is a holder of any Series C Preferred Share, Taikang shall be entitled to designate one (1) Director (“Taikang Director”, collectively with K2 Director and Matrix Director, as “Investor Directors”). The other one (1) Director shall be designated by the Majority Class A Ordinary Shareholders (excluding the Holders of the Preferred Shares and the Class B Ordinary Shares who have converted their securities into Class A Ordinary Shares) (“Ordinary Director”). Notwithstanding anything to the contrary, each director of the Company shall have one (1) vote for each of the matters submitted to the Board, provided that Ordinary Director of the Company shall have four (4) votes for each of the matters submitted to the Board. Any vacancy on the Board occurring because of the death, resignation or removal of a Director shall be filled by the vote or written consent of the same shareholder or shareholders who nominated and elected such Director. The board of directors of HK Company shall have seven (7) members, of which one (1) shall be Taikang Director, one (1) shall be Matrix Director, one (1) shall be K2 Director and the other four (4) directors shall be designated by the Majority Class A Ordinary Shareholders (excluding the Holders of the Preferred Shares and the Class B Ordinary Shares who have converted their securities into Class A Ordinary Shares). Notwithstanding anything to the contrary, each director of the HK Company shall have one (1) vote for each of the matters submitted to the board of HK Company.
Designation Right. So long as KRH beneficially owns at least 5% of the Membership Units in Holdings II, KRH shall have the right to designate a number of persons for appointment or nomination, as the case may be, for election to the Board (each, a “Designee”).
Designation Right. As of the date of this Agreement, the Board consists of nine (9)
Designation Right. (a) So long as JLL (as defined below) holds in the aggregate, at least 934,488 limited liability company membership interests designated as “Common Interests” of JGWPT LLC (“JGWPT Holdings LLC Common Interests”) or at least 20% of the aggregate number of JGWPT Holdings LLC Common Interests then held by members of JGWPT Holdings, LLC who were members of JGWPT Holdings LLC (or its predecessor of the same name) on July 12, 2011, then JLL shall have the right to designate four (4) persons for appointment or nomination, as the case may be, for election to the Board (each, a “JLL Designee”), as specified in Section 1.2(a). For purposes of this Agreement, “JLL” means the JLL Holders, JLL Fund V AIF I, LP, a Delaware limited partnership, JLL Fund V AIF II, LP, a Delaware limited partnership, any other private equity investment partnership or private equity pooled investment vehicle sponsored or managed by JLL Partners, Inc., or any affiliate of any of the foregoing (including JLL Partners, Inc.).
Designation Right. The Company’s Restated M&A shall provide that the Company’s Board shall consist of not more than thirteen (13) members, which number of members shall not be changed except pursuant to an amendment to the Restated M&A. For so long as Shunwei and Shunying collectively hold no less than three percent (3%) of the total outstanding share capital of the Company (calculated on a fully diluted and as-converted to the Ordinary Share basis), Shunwei shall be entitled to designate, appoint or remove one (1) Director (the “Shunwei Director”). For so long as Huasheng holds no less than three percent (3%) of the total outstanding share capital of the Company (calculated on a fully diluted and as-converted to the Ordinary Share basis), Huasheng shall be entitled to designate, appoint or remove one (1) Director (the “Huasheng Director”). For so long as WP holds no less than three percent (3%) of the total outstanding share capital of the Company (calculated on a fully diluted and as-converted to the Ordinary Share basis), WP shall be entitled to designate, appoint or remove one (1) Director (the “WP Director”). For so long as CMC holds no less than three percent (3%) of the total outstanding share capital of the Company (calculated on a fully diluted and as-converted to the Ordinary Share basis), CMC shall be entitled to designate, appoint or remove one (1) Director (the “CMC Director”). For so long as Genesis, together with its Affiliates, hold no less than three percent (3%) of the total outstanding share capital of the Company (calculated on a fully diluted and as-converted to the Ordinary Share basis), Genesis shall be entitled to designate, appoint or remove one (1) Director (the “Genesis Director”). For so long as SVF holds no less than three percent (3%) of the total outstanding share capital of the Company (calculated on a fully diluted and as-converted to the Ordinary Share basis), SVF shall be entitled to designate, appoint or remove one (1) Director (the “SVF Director”, together with CMC Director, Shunwei Director, Huasheng Director, WP Director and Genesis Director, collectively the “Preferred Directors”, and each, a “Preferred Director”). The Ordinary Majority shall have the right to elect, appoint and remove not more than seven (7) Directors (the “Ordinary Directors”, and each, an “Ordinary Director”), one of whom, being XXXXX Xx (张翼), shall be elected as the Chairman of the Board of Directors. In the event that there is any vacancy for any seat of the Ordin...
Designation Right. The Board of the Company shall consist of not more than three (3) directors. The Investor shall be entitled to designate two (2) directors to the Board of the Company (each, an “Investor Director” and collectively, the “Investor Directors”) and the Founder shall be entitled to designate one (1) director to the Board.
Designation Right. The Board shall comprise of three (3) Directors. Of the three (3) Directors:
(a) Holders of at least a majority of the Series A Preference Shares shall be entitled to appoint one (1) Director and to the extent Tencent Limited holds at least fifty percent (50%) of the Series A Preference Shares purchased pursuant to the Tencent 2010 Share Purchase Agreement, Tencent Limited shall be entitled to nominate and appoint such one (1) Director (the “Tencent Director”); and
(b) Holders of at least a majority of the Voting Ordinary Shares shall be entitled to appoint two (2) Directors and Xx. Xx Xxxxxxxx shall be entitled to appoint such two (2) Directors (each an “Ordinary Director”) so long as Xx. Xx Xiaodong and/or his Affiliates continue to hold at least ten percent (10%) of the Ordinary Shares of the Company (calculated on an as-converted and fully-diluted basis). Any vacancy on the Board occurring because of the death, resignation or removal of the Tencent Director shall be filled by an individual designated for election by Tencent Limited. In addition, Tencent Limited may, in its sole discretion, designate for removal from the Board any incumbent Tencent Director who occupies a Board seat. Any vacancy on the Board occurring because of the death, resignation or removal of any Ordinary Director shall be filled by an individual designated for election by Xx. Xx Xxxxxxxx (so long as Xx. Xx Xiaodong and/or his Affiliates continue to hold at least ten percent (10%) of the Ordinary Shares of the Company (calculated on an as-converted and fully-diluted basis) at the time of such designation) or otherwise holders of at least a majority of the Voting Ordinary Shares. In addition, Xx. Xx Xxxxxxxx (so long as Xx. Xx Xiaodong and/or his Affiliates continue to hold at least ten percent (10%) of the Ordinary Shares of the Company (calculated on an as-converted and fully-diluted basis) at the time of the following designation for removal of any incumbent Ordinary Director) or otherwise holders of at least a majority of the Voting Ordinary Shares may, in his or their sole discretion, designate for removal from the Board any incumbent Ordinary Director who occupies a Board seat. Each of the Parties hereto shall vote at any regular or special meeting of shareholders such number of Shares as may be necessary, or in lieu of any such meeting, shall give such Party’s written consent with respect to such number of Shares as may be necessary, to elect or remove any individual designa...
Designation Right. On the date hereof, and in recognition of the benefits realized by the Trust from the sale of certain assets owned by LF Strategic Realty Investors, L.P. ("LFSRI"), and in accordance with Sections 2.1 and 2.4 of the Declaration of Trust (the "Declaration") of the Trust, the Board of Trustees (the "Board") has increased the number of Trustees of the Trust from five to six and appointed Murrx Xxxxx xx fill the vacancy created by such increase. In further recognition of such benefits, the Trust agrees to use commercially reasonable efforts, during the Term and subject to compliance with applicable law and the Declaration, to cause Murrx Xxxxx (xx such replacement for Murrx Xxxxx xx LFSRI may select and who is reasonably acceptable to the Board) to be nominated for election to the Board at each annual meeting of shareholders of the Trust and, if elected, to serve until the next annual meeting of shareholders of the Trust and until his or her successor is elected and qualified. The Trust's agreement contained herein shall terminate upon expiration of the Term. Upon expiration of the Term, the holders of a majority of the Board may, in their discretion, request such designee to resign from the Board.
Designation Right. (a) Prior to the Closing, the Board shall vote unanimously to elect to the Board, effective upon the Closing, , as the initial Designee. The Company confirms its understanding that the election of [Mr.][Ms.] to the Board effective upon the Closing is a condition precedent to the Holder’s obligation to purchase the Shares at the Closing.
(b) Following the Closing and continuing until the Expiration Date, the Holder shall have the right, but not the obligation, to designate one person for nomination and election to the Board on the terms and conditions contained herein.
Designation Right. For so long as the Series A Investor holds any Preferred Share then outstanding, the Series A Investor shall be entitled to designate one (1) Director (the “Series A Director”), who shall initially be Xx. XXXX Huadong (王华东) (a citizen of the PRC with his Identity Card Number 370982198503292054). For so long as there is any Series B Preferred Share outstanding and TBP holds any Series B Preferred Shares, TBP shall be entitled to designate one (1) Director (the “Series B Director”) who shall initially be Ms. SUN Tingting (a citizen of the PRC with Identity Card Number 372301198308100329). For so long as there is any Series C Preferred Share outstanding and YOUYI holds any Series C Preferred Shares, YOUYI shall be entitled to designate one (1) Director (the “Series C Director”). For so long as there is any Series D Preferred Share outstanding, the Majority Series D Preferred Shareholders shall be entitled to designate one (1) Director (the “Series D Director”). For so long as there is any Series E Preferred Share outstanding, the Majority Series E Preferred Shareholders shall be entitled to designate one (1) Director (the “Series E Director”, together with the Series A Director, Series B Director, the Series C Director and the Series D Director, the “Investor Directors”), and the holders of the Ordinary Shares (other than Ordinary Shares issued upon the conversion of Preferred Shares) voting as a single class shall be entitled to elect two (2) Directors by a majority vote. Mr. XXX Xxxx, being a Director appointed by the holders of the Ordinary Shares, shall have seven (7) votes for any matter which is subject to Board approval, and each of the other Directors shall have one (1) vote for any matter which is subject to Board approval. Any vacancy on the Board occurring because of the death, resignation or removal of a Director shall be filled by the vote or written consent of the same shareholder or shareholders who nominated and elected such Director.
