ISO BOARD OF DIRECTORS AND VOTING Sample Clauses

ISO BOARD OF DIRECTORS AND VOTING. 5.01 Composition Of The ISO Board And Voting. The ISO Board shall be comprised of ten (10) members (or “Directors”), none of whom shall be affiliated with any Market Participant. Attendance or participation by proxy by six (6) Directors shall constitute a quorum. Each Director shall have one vote. An affirmative vote by six (6) Directors shall be required to pass a measure. Voting may be done in person or by proxy. A Director must be a natural person. A Director shall be deemed “affiliated” with a Market Participant or its Affiliate if: (a) Such person or his or her spouse or minor children owns, controls, or holds with power to vote Prohibited Securities (as defined in the ISO’s Code of Conduct) except to the extent that: (i) a newly elected Director divests or transfers to a blind trust such Prohibited Securities in accordance with the terms of the ISO’s Code of Conduct, (ii) ownership, control or the power to vote such Prohibited Securities results from an entity becoming a Market Participant, and such person divests or transfers to a blind trust such Prohibited Securities in accordance with the terms of the ISO’s Code of Conduct, and (iii) ownership, control or the power to vote such Prohibited Securities results from a gift, inheritance, distribution of marital property or other involuntary acquisition, and such person divests or transfers to a blind trust such Prohibited Securities in accordance with the terms of the ISO’s Code of Conduct; (b) Such person or his or her spouse or minor children purchases Prohibited Securities while such person is a Director; (c) Such person is an officer, director, partner or employee of a Market Participant or any of its Affiliates; (d) Such person (i) is a former executive officer of a Market Participant which Market Participant, together with its Affiliates, has three percent or more of the voting shares on the Management Committee or of any Affiliate of such Market Participant and (ii) is receiving continuing benefits under an existing employee benefit plan, arrangement or policy of such Market Participant or any of its Affiliates, except to the extent permitted under the ISO Code of Conduct; or (e) Such person has a material ongoing business or professional relationship with a Market Participant or any of its Affiliates; provided, however, that such person shall not be deemed to have a material ongoing business relationship with a Market Participant or any of its Affiliates solely as a result of being served, as ...
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ISO BOARD OF DIRECTORS AND VOTING. 5.01 Composition Of The ISO Board And Voting. (a) Such person or his or her spouse or minor children owns, controls, or holds with power to vote, securities of a Market Participant or any of its Affiliates; provided, however, (i) that each newly elected Director shall dispose of such securities in accordance with the terms of the ISO’s Code of Conduct, (ii) if such person or his or her spouse or minor children owns, controls or holds with power to vote such securities as a result of an entity becoming a Market Participant, such person shall dispose of such securities in accordance with the terms of the ISO’s Code of Conduct, and (iii) if such person or his or her spouse or minor children owns, controls or holds with power to vote such securities as a result of a gift, inheritance, distribution of marital property or other involuntary acquisition, such person shall dispose of such securities in accordance with the terms of the ISO’s Code of Conduct; (b) Such person or his or her spouse or minor children purchases securities of any Market Participant or any Affiliate of any Market Participant while such person is a Director; (c) Such person is an officer, director, partner or employee of a Market Participant or any of its Affiliates; (d) Such person (i) is a former executive officer of a Market Participant which Market Participant, together with its Affiliates, has three percent or more of the voting shares on the Management Committee or of any Affiliate of such Market Participant and (ii) is receiving continuing benefits under an existing employee benefit plan, arrangement or policy of such Market Participant or any of its Affiliates, except to the extent permitted under the ISO Code of Conduct; or (e) Such person has a material ongoing business or professional relationship with a Market Participant or any of its Affiliates; provided, however, that such person shall not be deemed to have a material ongoing business relationship with a Market Participant or any of its Affiliates solely as a result of being served, as a customer, with electricity or gas by such Market Participant or its Affiliates. The term “securities” used above is defined in the ISO’s Code of Conduct.
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ISO BOARD OF DIRECTORS AND VOTING. Composition Of The ISO Board And Voting.
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ISO BOARD OF DIRECTORS AND VOTING. 5.01 Composition Of The ISO Board And Voting. (a) Such person or his or her spouse or minor children owns, controls, or holds with power to vote, securities of a Market Participant or any of its Affiliates; provided, however:, (i) that each newly elected Director shall divest or transfer to a blind trustspose of such securities in accordance with the terms of the ISO’s Code of Conduct, (ii) if such person or his or her spouse or minor children owns, controls or holds with power to vote such securities as a result of an entity becoming a Market Participant, such person shall divest or transfer to a blind trustspose of such securities in accordance with the terms of the ISO’s Code of Conduct, and
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ISO BOARD OF DIRECTORS AND VOTING. 5.01 Composition Of The ISO Board And Voting. (a) Such person or his or her spouse or minor children owns, controls, or holds with power to vote, securities of a Market Participant or any of its Affiliates; provided, however: (i) that each newly elected Director shall divest or transfer to a blind trust such securities in accordance with the terms of the ISO’s Code of Conduct,
Sample 1
ISO BOARD OF DIRECTORS AND VOTING. ‌‌ 5.01 Composition Of The ISO Board And Voting.‌ The ISO Board shall be comprised of ten (10 ) members (or “ Directors” ), none of whom shall be affiliated with any Market Participant. Attendance or participation by proxy by six (6) Directors shall constitute a quorum. Each Director shall have one vote. An affirmative vote by six (6) Directors shall be required to pass a measure. Voting may be done in person or by proxy. A Director must be a natural person. A Director shall be deemed “affiliated” with a Market Participant or its Affiliate if: (a) Such person or his or her spouse or minor children owns, controls, or holds with power to vote, securities of a Market Participant or any of its Affiliates; provided, however: (i) that each newly elected Director shall divest or transfer to a blind trust such securities in accordance with the terms of the ISO’s Code of Conduct,
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Related to ISO BOARD OF DIRECTORS AND VOTING

  • Board of Directors The Board of Directors of the Company is comprised of the persons set forth under the heading of the Pricing Prospectus and the Prospectus captioned “Management.” The qualifications of the persons serving as board members and the overall composition of the board comply with the Exchange Act, the Exchange Act Regulations, the Xxxxxxxx-Xxxxx Act of 2002 and the rules promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”) applicable to the Company and the listing rules of the Exchange. At least one member of the Audit Committee of the Board of Directors of the Company qualifies as an “audit committee financial expert,” as such term is defined under Regulation S-K and the listing rules of the Exchange. In addition, at least a majority of the persons serving on the Board of Directors qualify as “independent,” as defined under the listing rules of the Exchange.

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