Number and Appointment of Directors. Unless otherwise agreed by the Members, the Directors shall consist of a total number of [3] Directors, who shall be appointed as follows:
Number and Appointment of Directors. The Board shall consist of at least five and not more than twelve Directors, unless otherwise fixed from time to time by the Sole Member. The Directors shall be appointed by the Sole Member. The Sole Member may remove any Director at any time either with or without cause.
Number and Appointment of Directors. 80.1 The number of Directors (disregarding alternate directors) shall not be less than two and shall be not more than five. The initial number of Directors shall be five.
80.2 The Board shall be divided into three classes of Directors, designated as Class I, Class II and Class III. On the date of the adoption of the Articles, there shall initially be one Class I Director, two Class II Directors and two Class III Directors. The Class I Director shall not exceed one Director and each of the Class II and Class III Directors shall not exceed two Directors per Class.
80.3 The term of the Class I Director shall expire at the first annual general meeting of the Company following the appointment of the Class I Director. The term of the Class II Directors shall expire at the second annual general meeting of the Company following the appointment of the Class II Directors. The term of the Class III Directors shall expire at the third annual general meeting of the Company following the appointment of the Class III Directors.
80.4 Beginning with the first annual general meeting of the Company following the appointment of the Class I Director, each successor elected to replace the Class I Director whose term expires at that annual general meeting shall be elected for a three-year term or until the election and qualification of his or her respective successor in office, subject to his or her earlier death, resignation or removal.
80.5 Beginning with the second annual general meeting of the Company following the appointment of each Class II Director, each of the successors elected to replace a Class II Director whose term expires at that annual general meeting shall be elected for a three-year term or until the election and qualification of their respective successors in office, subject to their earlier death, resignation or removal.
80.6 Beginning with the third annual general meeting of the Company following the appointment of each Class III Director, each of the successors elected to replace these Class III Directors whose term expires at that annual general meeting shall be elected for a three-year term or until the election and qualification of their respective successors in office, subject to their earlier death, resignation or removal.
80.7 Three of the five Directors shall be “independent directors” as defined in the rules of NASDAQ.
80.8 It shall be a requirement that the Class I Director and each of the Class II Directors is an “independent director”. If any of ...
Number and Appointment of Directors. (a) The business and affairs of the Company shall be managed and controlled by its Board of Directors which shall consist of seven members of whom 3 shall be appointed by Kingsford (“Kingsford Nominated Directors”), 2 shall be appointed by Cathay (“Cathay Nominated Directors”) and 2 by CDH (“CDH Nominated Directors”). Each of the Company Shareholders shall vote its share of Common Stocks, for the election of the candidates for Directors nominated by the respective Company Shareholders as provided in this Section 4.1 and in favor of any proposal that is approved by the Board of Directors.
(b) Constitution of the board of directors of each member of the Group shall be the same as the Company and that all Directors shall be appointed as directors of each company of the Group. Any Director who ceases to be a director of the
(c) Each Director shall be entitled to appoint any person or any other Director to be his alternate and each alternate shall have one vote for every Director whom he represents in addition to any vote of his own.
Number and Appointment of Directors. (a) The business and affairs of the Company shall be managed and controlled by its Board of Directors which shall consist of seven members of whom 5 shall be appointed by Bestcheer (“Bestcheer Nominated Directors”) and 2 by CDH (“CDH Directors”). Each of the Company Shareholders shall vote its share of Common Stocks, for the election of the candidates for Directors nominated by the respective Company Shareholders as provided in this Section 4.1 and in favor of any proposal that is approved by the Board of Directors.
(b) Constitution of the board of directors of each member of the Group shall be the same as the Company and that all Directors shall be appointed as directors of each company of the Group. Any Director who ceases to be a director of the Company shall cease to be a director of each company of the Group. In relation to Bestcheer’s right to appoint 5 members to the Board of Directors (ie. the Bestcheer Nominated Directors”), it is agreed by CUFS Holdings, Cathay, Kingsford, CAA and Web-based that Cathay and CAA shall have the right to appoint 2 and 3 Company Directors respectively. It is also agreed by Bestcheer Shareholders and CDH that an independent director shall be approved and appointed jointly by CDH and Bestcheer Shareholders at such time when CDH and Bestcheer Shareholders shall consider appropriate and that immediately following appointment of such independent director, the number of CDH Directors shall be reduced from 2 to 1.
(c) Each Director shall be entitled to appoint any person or any other Director to be his alternate and each alternate shall have one vote for every Director whom he represents in addition to any vote of his own.
Number and Appointment of Directors. (a) The Company must have at least 3 Directors and a maximum of 5 Directors as determined by the Directors.
(b) Subject to Rule 3.1(c) and 3.1(d):
Number and Appointment of Directors. (a) Unless otherwise agreed by the Subscriber, the Board of Directors shall consist of three (3) directors of whom two (2) shall be appointed by CISG and one (1) shall be appointed by Apollo; (b) Constitution of the board of directors of each of the Group Companies shall be the same as the Company and that all Directors shall be appointed as directors of the Group Companies unless otherwise agreed by the Subscriber. Any Director who ceases to be a director of the Company shall cease to be a director of the Group Companies; (c) Each Director shall be entitled to appoint any person or any other Director to be his alternate and each alternate shall have one vote for every Director whom he represents in addition to any vote of his own; (d) If the Subscriber shall cease to hold any Ordinary Shares, it shall procure the resignation of all those Directors nominated by it and will indemnify the other Party and the Group against any claims which may be brought by such Directors.
Number and Appointment of Directors. (a) Except as otherwise provided herein, the number of Directors and the manner of appointment of Directors shall be determined in accordance with the Articles.
(b) The Shareholders shall procure that and shall cast their votes and exercise their powers of control to ensure that, up until the completion of a Qualified IPO, each of the Investors (collectively) and separately Brightpoint shall, provided that their respective direct and/or indirect shareholding (on a fully converted basis and assuming full exercise of any outstanding Warrants) does not fall below 3% of the entire issued share capital of the Company, be entitled by notice in writing to the Company to appoint 1 Director and one non-voting observer each to attend Board meetings and shall, by similar notice in writing to the Company, have the right to remove and/or replace any Director or non-voting observer appointed by them.
(c) The Shareholders shall exercise their powers of control to ensure that a Director shall only be removed by a Shareholder who appointed that Director.
Number and Appointment of Directors. (a) The business and affairs of the Company shall be managed and controlled by the Board of Directors. The board of directors of each of the Company and Longtop System . shall consist of four (4) members of whom three (3) shall be nominated by the Guarantors and one by the Subscriber to act as non-executive director.
(b) The board of directors of each member of the Group shall (except the Company and Longtop System) consist of three (3) members of whom two (2) shall be nominated by the Guarantors and one (1) by the Subscriber, unless otherwise agreed between the Parties.
Number and Appointment of Directors. (a) Unless otherwise agreed by the Shareholders, the Board of the Company shall comprise five directors: one Chairman of the Board, two Vice-chairmen of the Board, one Executive Director and one Director. Three Directors shall be nominated and appointed jointly by Hxx Xxxxxxxx and Txxx Xxxxxx. The office of Chairman of the Board shall be assumed by Hxx Xxxxxxxx and Vice-chairman of the Board by Txxx Xxxxxx; the other two Directors shall be nominated and appointed by BMP, one as Vice-chairman of the Board and the other as Executive Director. The members of the first Board of the Company according to the nomination of the Parties hereof after the execution of this Agreement shall be as follows: Nominee Nominated by Hxx Xxxxxxxx Chairman Hxx Xxxxxxxx and Txxx Xxxxxx Txxx Xxxxxx Vice-chairman Hxx Xxxxxxxx and Txxx Xxxxxx Wxxx Xxxxxx Director Hxx Xxxxxxxx and Txxx Xxxxxx Gxx Xxxxxxxx Vice-chairman BMP Zxxx Xxxxxxx Executive Director BMP
(b) Unless otherwise agreed by the Shareholders, the Board of Sunstone shall comprise five directors: one Chairman of the Board, two Vice-chairman of the Board, one Executive Director and one Director. Three Directors shall be nominated and appointed jointly by Hxx Xxxxxxxx and Txxx Xxxxxx. The office of Chairman of the Board shall be assumed by Hxx Xxxxxxxx and Vice-chairman of the Board by Txxx Xxxxxx; the other two Directors shall be nominated and appointed by BMP, one as Vice-chairman of the Board and the other as Executive Director. The members of the first Board of the Company shall be as follows: Nominee Nominated by Hxx Xxxxxxxx Chairman Hxx Xxxxxxxx and Txxx Xxxxxx Txxx Xxxxxx Vice-chairman Hxx Xxxxxxxx and Txxx Xxxxxx Wxxx Xxxxxx Director Hxx Xxxxxxxx and Txxx Xxxxxx Gxx Xxxxxxxx Vice-chairman BMP Zxxx Xxxxxxx Executive Director BMP
(c) The term for the Directors of the Company and Sunstone shall be five years and the Directors may be reappointed by the Shareholder who appointed him or her.
(d) The responsibilities of Executive Directors of the Company and Sunstone shall be assisting their respective General Managers (President or Chief Executive Officer) to fulfill the resolutions passed by their respective Boards and supervising the implementation of any such resolutions of the Boards and present at the key meetings of management of the Company and Sunstone.
(e) A Director of the Company and Sunstone may only be removed by the Shareholder who appointed him/her. A shareholder, after making a removal of a Director it a...
