Common use of Election; Resignation; Removal; Vacancies Clause in Contracts

Election; Resignation; Removal; Vacancies. The Board of Directors shall initially consist of the persons named as directors by the incorporator, and each director so elected shall hold office until the first annual meeting of stockholders or until his successor is elected and qualified. At the first annual meeting of stockholders and at each annual meeting thereafter, the stockholders shall elect directors each of whom shall hold office for a term of one year or until his successor is elected and qualified. Any director may resign at any time upon written notice to the corporation. Any newly created directorship or any vacancy occurring in the Board of Directors for any cause may be filled by a majority of the remaining members of the Board of Directors, although such majority is less than a quorum, or by a plurality of the votes cast at a meeting of stockholders, and each director so elected shall hold office until the expiration of the term of office of the director whom he has replaced or until his successor is elected and qualified.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Computer Sciences Corp), Agreement and Plan of Merger (Sra International, Inc.)

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Election; Resignation; Removal; Vacancies. The Board At each annual meeting of Directors shareholders, the shareholders shall initially consist of the persons named as elect directors by the incorporator, and each director so elected shall to hold office until the first next succeeding annual meeting of stockholders or until his or her successor is elected and qualified. At the first annual meeting of stockholders and at each annual meeting thereafter, the stockholders shall elect directors each of whom shall hold office for a term of one year qualified or until his successor is elected and qualifiedor her earlier resignation or removal. Any director may resign at any time upon written notice to the corporationCorporation. The shareholders by a majority vote at a meeting may remove any director with or without cause. Any newly created directorship director may be removed by the Board of Directors for cause, at any time, or any whenever such action is required by the Superintendent of Insurance of the State of New York. Any vacancy occurring in the Board of Directors for any cause may be filled by a majority of the remaining members of the Board of Directors, Directors although such majority is less than a quorum, quorum or by a plurality of the votes cast at a meeting of stockholders, and each shareholders. Each director so elected shall hold office until the expiration next succeeding annual meeting of the term of office of the director whom he has replaced shareholders or until his or her successor is elected and qualifiedqualified or until his or her earlier resignation or removal. If there should be no remaining directors, vacancies shall be filled by the shareholders.

Appears in 1 contract

Samples: Merger Agreement (Sun Life Insurance & Annuity Co of New York)

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Election; Resignation; Removal; Vacancies. The Board of Directors shall initially consist of At the persons named as directors by the incorporator, and each director so elected shall hold office until the first annual meeting of stockholders or until his successor is elected and qualified. At the first annual meeting of stockholders and at each annual meeting thereaftershareholders, the stockholders shareholders shall elect directors directors, each of whom shall hold office for a term of one (1) year or until his successor is their successors are elected and qualified. Any director may resign at any time upon written notice to the corporationCorporation. Such resignation shall take effect at the time specified therein; and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. Any newly created directorship or any vacancy occurring in the Board of Directors for any cause may be filled by a majority of the remaining members of the Board of Directors, although such majority is less or if the directors remaining in office constitute fewer than a quorum, or by a plurality quorum of the votes cast at a meeting Board, they may fill the vacancy by the affirmative vote of stockholdersthe majority of all the directors remaining in office or the shareholders may fill the vacancy, and each director so elected selected shall hold office until the expiration of the term of office of the director whom he has replaced or until his successor is elected and qualified.

Appears in 1 contract

Samples: Employment Agreement (United Shields Corp/Oh/)

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