Director Designations Sample Clauses
The Director Designations clause establishes the process by which individuals are nominated or appointed to serve as directors on a company's board. Typically, it outlines which parties—such as shareholders, investors, or specific stakeholder groups—have the right to designate one or more directors, and may specify the number of seats each party can fill. For example, a major investor might be entitled to appoint one director, while founders collectively appoint another. This clause ensures that key stakeholders have representation in the company's governance, thereby balancing interests and providing a clear, agreed-upon method for board composition.
Director Designations. (a) Parent shall be entitled to nominate the individuals to be proposed by the Company Board pursuant to the Board Modification for conditional election at the Company Shareholder Meeting as members of the Company Board and/or the Compensation Committee of the Company Board with effect as of the Acceptance Time. At Parent’s request, the Company shall (i) seek and accept resignations of incumbent directors effective as of the Acceptance Time and (ii) have such changes registered with the Registrar as promptly as reasonably practicable following the Acceptance Time.
(b) The Company’s obligations to propose and recommend the Board Modification pursuant to this Agreement shall be subject to Section 14(f) of the Exchange Act and Rule 14f-1 promulgated thereunder and Swiss Law, as applicable. The Company shall promptly take all actions, and shall include in the Schedule 14D-9 such information with respect to the Company and directors, as Section 14(f) of the Exchange Act and Rule 14f-1 promulgated thereunder require in order to fulfill its obligations under this Section 1.4 and Section 4.1, so long as Parent has timely provided to the Company in writing any information with respect to itself and its nominees required by Section 14(f) of the Exchange Act and Rule 14f-1 promulgated thereunder and under Swiss Law. Parent shall promptly supply to the Company in writing and shall be solely responsible for the accuracy and completeness of, all such information.
Director Designations. Each Investor Party hereby agrees to vote all shares of Common Stock owned by it or over which it has the power to control the election of such shares in accordance with, and to effect and carry out, the following provisions:
Director Designations. In accordance with the provisions of Section 2.4 hereof, the Groups shall (until such time as other persons are designated in accordance with Section 2.3 hereof) vote for the election of the following individuals to the Board, such individuals having been duly designated by the respective Groups in accordance with the provisions of Section 2.3 hereof: Founders Group Director:Bruc▇ ▇. ▇▇▇▇▇▇▇ Founders Group Director:Arno▇▇ ▇. ▇▇▇▇▇ AJG Group Director:Davi▇ ▇. ▇▇▇▇ AJG Group Director:Mark ▇. ▇▇▇▇▇▇▇