Number, Election of Directors. The business and affairs of the Corporation shall be managed under the direction of the Board of Directors. The number of directors of the Corporation is nine (9), including two (2) Class D Directors elected by holders of the Exchangeable Preferred Stock (defined below), which number may be increased or decreased only by the Board of Directors pursuant to the Bylaws of the Corporation (the “Bylaws”), but shall never be less than the minimum number required by the Maryland General Corporation Law (the “MGCL”). The names of the current directors who shall serve until their successors are duly elected and qualify are: Jxxx X. Xxxx Bxxxxxx X. Xxxxxx Dxxxx Xxxxxxx Lt. Gen. (ret) Bxxxx X. Xxxxxx Bxxxxx Xxxxxxx Maj. Gen. (ret) Jxxx X. Xxxxxx Rxxxxx X. Xxxxxx Axxxxx X. Xxxxxx Wxxxxxx X. Xxxxxxxx The directors (other than any director elected solely by holders of shares of one or more classes or series of Preferred Stock of the Corporation) shall be elected and serve until the next annual meeting of stockholders and, in each case, until their successors are duly elected and qualify or until their earlier death, resignation or removal. Except as may be provided by the Board of Directors in setting the terms of any class or series of Preferred Stock, and except for any vacancy among directors that may be elected by a class or series of Preferred Stock voting separately as such class or series, any and all vacancies on the Board of Directors may be filled only by the affirmative vote of a majority of the remaining directors in office, even if the remaining directors do not constitute a quorum, and any director elected to fill a vacancy shall serve for the remainder of the full term of the class in which such vacancy occurred and until a successor is duly elected and qualifies.
Appears in 2 contracts
Samples: Voting and Support Agreement (Wynnefield Partners Small Cap Value Lp), Voting and Support Agreement (Wynnefield Partners Small Cap Value Lp)
Number, Election of Directors. The business and affairs of the Corporation shall be managed under the direction of the Board of Directors. The number of directors of the Corporation is nine (9), including two (2) Class D Directors elected by holders of the Exchangeable Preferred Stock (defined below), which number may be increased or decreased only by the Board of Directors pursuant to the Bylaws of the Corporation (the “Bylaws”), but shall never be less than the minimum number required by the Maryland General Corporation Law (the “MGCL”). The names of the current directors who shall serve until their successors are duly elected and qualify are: Jxxx Xxxx X. Xxxx Bxxxxxx Xxxxxxx X. Xxxxxx Dxxxx Xxxxx Xxxxxxx Lt. Gen. (ret) Bxxxx Xxxxx X. Xxxxxx Bxxxxx Xxxxxx Xxxxxxx Maj. Gen. (ret) Jxxx Xxxx X. Xxxxxx Rxxxxx Xxxxxx X. Xxxxxx Axxxxx Xxxxxx X. Xxxxxx Wxxxxxx Xxxxxxx X. Xxxxxxxx The directors (other than any director elected solely by holders of shares of one or more classes or series of Preferred Stock of the Corporation) shall be elected and serve until the next annual meeting of stockholders and, in each case, until their successors are duly elected and qualify or until their earlier death, resignation or removal. Except as may be provided by the Board of Directors in setting the terms of any class or series of Preferred Stock, and except for any vacancy among directors that may be elected by a class or series of Preferred Stock voting separately as such class or series, any and all vacancies on the Board of Directors may be filled only by the affirmative vote of a majority of the remaining directors in office, even if the remaining directors do not constitute a quorum, and any director elected to fill a vacancy shall serve for the remainder of the full term of the class in which such vacancy occurred and until a successor is duly elected and qualifies.
Appears in 2 contracts
Samples: Voting and Support Agreement (Telos Corp), Voting and Support Agreement (Telos Corp)