Vacancies on Board of Directors. If any vacancy occurs in the Board of Directors caused by the death, resignation, retirement, disqualification or removal from office of any director or otherwise, or any new directorship is created by any increase in the authorized number of directors, a majority of the directors then in office, though less than a quorum, may fill the vacancy or newly created directorship, as the case may be, or such vacancy or newly created directorship may be filled at an annual meeting or at a special meeting of the shareholders called for that purpose. Each director so elected shall hold office until the next meeting of shareholders at which directors are elected and until his or her successor shall be elected and shall be qualified or until his or her death, resignation or removal from office.
Vacancies on Board of Directors. The Company hereby agrees to take such actions as are necessary, and the Holders agree to vote their shares of Common Stock and take such other actions as are necessary, in such manner as shall be necessary or appropriate to ensure that any vacancy on the Board of Directors of the Company caused by the resignation, removal or death of a Bankcap Director shall be filled only in accordance with Section 2.1 hereof.
Vacancies on Board of Directors. Vacancies and newly created directorships resulting from any increase in the authorized number of directors may be filled by the affirmative vote of the stockholders, a majority of the directors then in office, though less than a quorum, or by a sole remaining director, and the directors so chosen shall hold office until the next annual meeting of stockholders. If at any time, by reason of death or resignation or other cause, the corporation should have no directors in office, then any officer or any stockholder or an executor, administrator, trustee or guardian of a stockholder, or other fiduciary entrusted with like responsibility for the person or estate of a stockholder, may call a special meeting of stockholders in accordance with the provisions of the Certificate of Incorporation or these By-Laws, or may apply to the Court of Chancery for a decree summarily ordering an election as provided by law.
Vacancies on Board of Directors. The Company hereby agrees to ------------------------------- recommend to the Board of Directors take such actions as are necessary, and each of the Shareholders and the Investor agrees to vote his, her or its shares of Common Stock (and any other shares of the capital stock of the Company over which he, she or it exercises voting control) and take such other actions as are necessary, in such manner as shall be necessary or appropriate to ensure that any vacancy on the Board of Directors of the Company (occurring for any reason) shall be filled by the election to the Board of Directors of a replacement designated by the party or parties who designated the director whose failure to continue to serve causes the applicable vacancy.
Vacancies on Board of Directors. Article 11.1. Except as provided in Section 10.3 above, vacancies on the Board of Directors, including vacancies resulting from an increase in the number of directors, shall be filled by a majority of the remaining members of the Board of Directors, though less than a quorum, and each person so appointed shall be a director until the expiration of the term of office of the class of directors to which he was appointed.
Vacancies on Board of Directors. Any vacancy on the Board of Directors of the corporation may be filled by a majority of the Board of Directors then in office and any director elected to fill such a vacancy shall have the same remaining term as that of his or her predecessor.” Pursuant to Section 228 of the General Corporation Law of the State of Delaware and Section 7.3 of the Bylaws of Isle of Capri Casinos, Inc., a Delaware corporation (the “Corporation”), Xxxxxxx X. Xxxxxxxxx, Xxxxxxx X. Xxxxxxxxx, Xxxxxx X. Xxxxxxxxx, Xxxxxxxxx Group, Inc., B.I.J.R.R. Isle, Inc., B.I. Isle Partnership, L.P., Rob Isle Partnership, L.P., Rich Isle Partnership, L.P., Xxxx Isle Partnership, L.P., I.G. Isle Partnership, L.P., Xxxxxx X. Xxxxxxxxx 2008 Irrevocable Trust, Xxxxxx Xxxxxx and Xxxxxx Xxxxxx, each of whom or which owns and has the power to vote on the date set forth above the number of shares of Common Stock of the Corporation set forth opposite his or its name on the signature pages below (as evidenced by the copies of brokerage account statements or stock certificates attached hereto as Exhibit A) and who or which collectively own and have the power to vote on the date set forth above [ ] shares of Common Stock of the Corporation, do hereby consent to, with respect to all shares of Common Stock held by them as of the date hereof, the amendment of the Certificate of Incorporation of the Corporation in the form set forth as Exhibit B without a meeting. This Action by Written Consent may be executed in one or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
Vacancies on Board of Directors. Except as provided in a Directors’ Resolution with respect to a series of Preferred Stock, newly created directorships resulting from any increase in the authorized number of directors and any vacancies on the Board of Directors resulting from death, resignation, removal or other cause may be filled by the affirmative vote of a majority of the remaining directors then in office, even if such remaining directors constitute less than a quorum of the Board of Directors, or, if there are no directors remaining, by the stockholders. Any director elected in accordance with the preceding sentence shall serve for a term ending on the next annual meeting of stockholders following his or her election to the Board of Directors and until such director’s successor shall have been duly elected and qualified or until his or her earlier death, resignation or removal. No decrease in the number of directors constituting the Board of Directors shall shorten the term of any incumbent director.
Vacancies on Board of Directors. Any vacancy on the Board of Directors, including any such vacancy that results from an increase in the number of directors, may be filled by a majority of the Board of Directors then in office and any director elected to fill such a vacancy shall have the same remaining term as that of his or her predecessor.”
Vacancies on Board of Directors. The Company hereby agrees to take such actions as are necessary, and each Institutional Investor and D&O Holder agrees to vote its shares of XBKS Common Stock and take such other actions as are necessary, in such manner as shall be necessary or appropriate to ensure that any vacancy on the Board of Directors of the Company caused by the resignation, removal or death of a BankCap Director shall be filled only in accordance with Section 2.1 hereof.
Vacancies on Board of Directors. Except as provided in Article FOURTH hereof, newly created directorships resulting from any increase in the number of directors and any vacancies on the Board of Directors resulting from death, resignation, removal or other cause shall be filled by the affirmative vote of a majority of the remaining directors then in office, even though less than a quorum of the Board of Directors. Any director elected in accordance with the preceding sentence shall serve for a term ending on the next annual meeting of stockholders following his or her election to the Board of Directors and until such director's successor shall have been duly elected and qualified or until his or her earlier death, resignation or removal. No decrease in the number of directors constituting the Board of Directors shall shorten the term of any incumbent director.
