Election and Designation of Directors Sample Clauses

Election and Designation of Directors. Each Stockholder shall from time to time take such action, in his capacity as a direct or indirect stockholder of the Corporation, including the voting or causing to be voted of all Voting Stock (as defined below) owned or controlled by such Stockholder, as may be necessary to cause the Corporation to be managed at all times by a Board composed as follows:
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Election and Designation of Directors. Subject to Applicable Law, each Shareholder shall from time to time take such action, in his capacity as a direct or indirect Shareholder of the Company, including the voting or causing to be voted of all Voting Shares (as defined below) owned or controlled by such Shareholder, as may be necessary to cause the Company to be managed at all times by a Board composed as follows:
Election and Designation of Directors. Section 12.1. MTFG may designate one director or such other number of directors as may be agreed upon between the parties for consideration of the board of directors of UFJ Bank, and UFJ shall take any and all actions and procedures necessary for such MTFG designee to be elected as a director of UFJ Bank (including but not limited to the board of directors of UFJ Bank submitting a proposal to a general meeting of shareholders of UFJ Bank for election of such MTFG designee as a director, and UFJ Holdings voting in favor of such proposal at a general meeting of shareholders of UFJ Bank). Following the Payment Date, UFJ Bank shall, at the reasonable request of MTFG, submit a proposal to, and convene, an extraordinary general meeting of its shareholders without delay for the election of one designee or such other number of designees of MTFG as may be agreed upon between the parties as a director/directors of UFJ Bank. The preceding sentence shall also apply in the case where a director of UFJ Bank designated by MTFG resigns or retires. No compensation shall be paid to the director/directors of UFJ Bank designated by MTFG. MTFG shall hereby acknowledge that UFJ seeks to have the current directors of UFJ Bank remain in office following the Payment Date. The provisions of this Section 12.1 shall not apply in the event that UFJ Holdings ceases to hold a majority of the voting rights in UFJ Bank, or MTFG ceases to hold any of the MTFG Shares.

Related to Election and Designation of Directors

  • Designation of Directors The designees to the Company’s board of directors described above (each a “Designee”) shall be selected as follows:

  • Selection and Nomination of Directors While this Plan is in effect, the selection and nomination of persons to be Directors of the Fund who are not "interested persons" of the Fund ("Disinterested Directors") shall be committed to the discretion of the incumbent Disinterested Directors. Nothing herein shall prevent the incumbent Disinterested Directors from soliciting the views or the involvement of others in such selection or nominations as long as the final decision on any such selection and nomination is approved by a majority of the incumbent Disinterested Directors.

  • Election of Directors Elections of directors need not be by written ballot unless the bylaws of the Corporation shall so provide.

  • Nomination of Directors Except as otherwise fixed by resolution of the Board of Directors pursuant to the Articles of Incorporation relating to the authorization of the Board of Directors to provide by resolution for the issuance of Preferred Stock and to determine the rights of the holders of such Preferred Stock to elect directors, nominations for the election of directors may be made by the Board of Directors, by a committee appointed by the board of directors, or by any stockholder of record at the time of giving of notice provided for herein. However, any stockholder entitled to vote in the election of directors as provided herein may nominate one or more persons for election as directors at a meeting only if written notice of such stockholder's intent to make such nomination or nominations has been delivered to or mailed and received by the secretary of the corporation not later than, (a) with respect to an election to be held at an annual meeting of stockholders, 120 calendar days in advance of the first anniversary of the date the corporation's proxy statement was released to security holders in connection with the preceding year's annual meeting; PROVIDED, HOWEVER, that in the event that the date of the annual meeting is changed by more than thirty (30) days from such anniversary date, notice by the stockholder to be timely must be received not later than the close of business on the tenth (10th) day following the earlier of the day on which notice of the date of the meeting was mailed or public disclosure was made, and (b) with respect to an election to be held at a special meeting of stockholders for the election of directors, not earlier than the close of business on the 90th day prior to such special meeting and not later than the close of business on the later of the 60th day prior to such special meeting or the tenth (10th) day following the day on which public disclosure is first made of the date of the special meeting and the nominees proposed by the board of directors to be elected at such a meeting. Notwithstanding any of the foregoing to the contrary, in the event that the number of directors to be elected by the Board of Directors of the corporation is increased and there is no public disclosure by the corporation naming the nominees for director or specifying the size of the increased Board of Directors at least seventy (70) days prior to the first anniversary of the date of the preceding year's annual meeting, a

  • Election of Director The holders of a majority of the outstanding shares of Class A-1 Preferred Stock shall have the right voting as a class to elect one member of the Company’s board of directors (the “Preferred Director”), including to fill a vacancy as to the Preferred Director. Any Preferred Director may be removed, with or without cause, by the affirmative vote of the holders of a majority of the then outstanding shares of Class A-1 Preferred Stock.

  • Resignation of Directors A director may resign at any time by delivering written notice to the Board, its Chairman (as hereinafter defined), if any, or the Company. A resignation shall be effective when the notice is delivered unless the notice specifies a later effective date.

  • Election and Removal of Directors Upon election by the Member, each Director shall hold office until his or her death, disability, resignation or removal at any time at the pleasure of the Member. If a vacancy occurs on the Board, the Member shall, as soon as practicable after the occurrence of such vacancy, elect a successor so that the Board remains fully constituted at all times.

  • Election of Board of Directors (a) The holders of Preferred Stock, voting as a single class, shall be entitled to elect three (3) members of the Board at each meeting or pursuant to each consent of the Corporation’s stockholders for the election of directors, and to remove from office such directors and to fill any vacancy caused by the resignation, death or removal of such directors.

  • Resignations of Directors Any directors of the Company, other than those identified on Schedules 2.1, shall have resigned as directors of the Company.

  • Creation and Designation There is hereby created a tranche of Card Series Class A Notes to be issued pursuant to the Indenture, the Asset Pool 1 Supplement and the Indenture Supplement to be known as the “Card Series Class A(2019-3) Notes.”

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