Equity Board Sample Clauses

Equity Board. (a) As soon as practicable on or after November 15, 1994, the General Partners shall establish an Equity Board of the Partnership which, prior to the reconstitution of the Equity Board pursuant to subsection (b) below (which shall not occur prior to the earlier of January 1, 1998, or the first Restructuring), shall consist of the Chairperson from time to time of the Operating Board, the Chief Executive Officer from time to time of the Partnership, and ten (10) persons appointed as follows: (i) two (2) persons appointed by PIMCO Partners, (ii) three (3) persons appointed by PFAMCO, (iii) two (2) persons appointed by a majority in interest of the Series B Preferred shareholders of TAG Inc., and (iv) three (3) Disinterested Directors appointed by the members of the Equity Board who are not Disinterested Directors. Prior to the reconstitution of the Equity Board: (i) the initial terms of office of the members of the Equity Board appointed pursuant to this subsection (a) other than the Disinterested Directors, the Chairperson of the Operating Board and the Chief Executive Officer of the Partnership, shall end on the last day of the calendar year next following the date of their appointment; (ii) the initial terms of office of the Disinterested Directors shall end on December 31, 1994, 1995 and 1996 respectively; (iii) the succeeding terms of office of appointed members shall be one (1) year; (iv) not later than one (1) month prior to the expiration of the terms of office of the appointed members of the Equity Board, they shall be reappointed or their successors shall be appointed in accordance with the preceding sentence, to take office as members of the Equity Board upon the expiration of such terms; (v) an appointed member of the Equity Board may be removed at any time by the party or parties which appointed him or her; and (vi) upon the resignation, removal or death of an appointed member of the Equity Board, his or her successor shall be appointed by the party or parties which appointed him or her. Notwithstanding the provisions of Article XIV , this subsection (a) may not be amended prior to the earlier of January 1, 1998, or the first Restructuring.
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Related to Equity Board

  • Parent Board Section 3.3(a) ............31

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

  • 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.

  • Company Board Approval The Company Board has unanimously (i) determined that it is in the best interests of the Company and its stockholders, and declared it advisable, to enter into this Agreement and consummate the Merger upon the terms and subject to the conditions set forth herein; (ii) approved the execution and delivery of this Agreement by the Company, the performance by the Company of its covenants and other obligations hereunder, and the consummation of the Merger upon the terms and conditions set forth herein; and (iii) resolved to recommend that the Company Stockholders adopt this Agreement and approve the Merger in accordance with the DGCL (collectively, the “Company Board Recommendation”), which Company Board Recommendation has not been withdrawn, rescinded or modified in any way as of the date hereof.

  • Compensation Committee (A) The Compensation Committee shall be composed of not more than five (5) members who shall be selected by the Board of Directors from its own members who are not officers of the Company and who shall hold office during the pleasure of the Board.

  • Special Committee The term “Special Committee” shall have the meaning as provided in Section 13(a).

  • Change in Board of Directors Individuals who, as of the date hereof, constitute the Board, and any new director whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two thirds of the directors then still in office who were directors on the date hereof or whose election for nomination for election was previously so approved (collectively, the “Continuing Directors”), cease for any reason to constitute at least a majority of the members of the Board;

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

  • Nominating Committee Subject to the provisions of Article X, the Nominating Committee shall consist of such number of Directors (none of whom shall be an employee of the Corporation) as may be determined from time to time by the Board. Subject to the provisions of Article X, the Committee shall review the qualifications of potential candidates for the Equity Directors and shall propose nominees for the Equity Directors who are nominated by the Board. Subject to the provisions of Article X, in making their nominations, the Nominating Committee and the Board of Directors shall take into consideration that (i) the Board of Directors shall have meaningful representation of a diversity of interests, including floor brokers, floor traders, futures commission merchants, producers, consumers, processors, distributors and merchandisers of commodities traded on Chicago Mercantile Exchange Inc. (the “Exchange”) or Board of Trade of the City of Chicago, Inc. (the “CBOT”), participants in a variety of pits or principal groups of commodities traded on the Exchange or the CBOT and other market users or participants; (ii) at least 10% of the members of Board of Directors shall be composed of persons representing farmers, producers, merchants or exporters of principal commodities traded on the Exchange or the CBOT; and (iii) at least 20% of the members of the Board of Directors shall be composed of persons who do not possess trading privileges on either the Exchange or the CBOT, are not salaried employees of the Corporation and are not officers, principals or employees who are involved in operating the futures exchange related business of a firm entitled to members’ rates on either the Exchange or the CBOT. Notwithstanding the foregoing, the Nominating Committee shall include the Chief Executive Officer of the Corporation as a nominee for an Equity Director at any annual meeting of shareholders at which his or her term is scheduled to expire; provided, that if such term expiration occurs during the Transition Period, the Chief Executive Officer shall be nominated as a CME Director. Subject to the provisions of Article X, a majority of the Nominating Committee shall constitute a quorum necessary to transact business.

  • Board of Directors or Board The persons holding such office, as of any particular time, under the Articles of Incorporation of the Company, whether they be the Directors named therein or additional or successor Directors.

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