and Directors definition

and Directors. For directors: majority shares represented16, 53 On amendment of Article 59A:Par. C 59A On amendments generally: majority shares represented and two-thirds Board of Directors53, 57 On fundamental amendments: majority shares outstanding and two-thirds board of Directors57 On certain business combinations: majority of Continuing Directors or eighty percent shares outstanding and two-thirds shares held by disinterested shareholders59A On creation of preferred shares: two-thirds shares outstanding and consent of two-thirds of Board of Directors28 On increase in authorized common shares: majority shares represented28, 53 On increase or reduction in par: majority shares outstanding and consent of Board of Directors29 On pledge of assets as a whole or substantially as a whole: two-thirds shares outstanding and consent of two-thirds of Board of Directors4(b) On ratification of transactions with interested Director, Trustee and Officer26 On ratification of transaction with interested shareholder: majority shares represented and not interested26 On reclassification of shares: two-thirds shares outstanding and consent of Board of Directors29 On reduction in number of shares: two-thirds of shares outstanding and consent of Board of Directors29 On sale of assets as a whole or substantially as a whole: two-thirds shares outstanding4
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Examples of and Directors in a sentence

  • The Adviser will promptly communicate to the officers and Directors of the Fund such information relating to portfolio transactions as they may reasonably request.

  • The Code of Conduct, among other provisions, shall provide that any ISO employees and Directors are foreclosed from providing any information of commercial value supplied by a Party or Market Participant, to any other Party or any Market Participant or potential participant in commercial transactions involving the NYS Power System, except to the extent that such information flow is part of the ISO’s routine responsibilities.

  • The Fund will be responsible for nonrecurring expenses which may arise, including costs of litigation to which the Fund is a party and of indemnifying officers and Directors of the Fund with respect to such litigation and other expenses as determined by the Directors.

  • The Contractor shall indemnify and hold the Agency or Agencies and their employees, officers, Members and Directors (collectively, the “Indemnities”) harmless from and against all claims, demands, liability, loss, cost, damage or expense, including attorney's fees, which may be incurred by the Indemnities because of negligence or malfeasance on the part of the Contractor arising out of this Contract.

  • The Adviser will promptly communicate to the officers and Directors of the Company such information relating to portfolio transactions as they may reasonably request.

  • Without limiting the foregoing, our Services and/or use of the trading platform are not available to Employees and Directors of the Company, to persons who are not of sound mind and/or legal competence, and to persons under the age of 18 or otherwise under the legal age (“Minors”).

  • The Distributor's agreement to indemnify the Fund, its officers and Directors and any such controlling person as aforesaid, is expressly conditioned upon the Distributor's being promptly notified of any action brought against the Fund, its officers and Directors or any such controlling person, such notification being given to the Distributor at its principal business office.

  • The Officers and Directors shall each constitute a “manager” of the Company within the meaning of the Act.

  • The Adviser will promptly communicate to the officers and Directors of the Corporation such information relating to Series transactions as they may reasonably request.

  • The Administrator shall provide the Fund with regulatory reporting, fund accounting and related portfolio accounting services, all necessary office space, equipment, personnel, compensation and facilities (including facilities for Shareholders' and Directors' meetings) for handling the affairs of the Portfolios and such other services as the Administrator shall, from time to time, determine to be necessary to perform its obligations under this Agreement.

Related to and Directors

  • Parent Directors means the Directors elected or appointed pursuant to Articles 53 – 56 inclusive;

  • New Directors means any director whose election by the Board or whose 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 Present Directors or New Directors.

  • Independent Directors means the members of the Board of Directors who are not officers or employees of the Manager.

  • Series A Directors means the directors of the Company that have been solely designated by the holders of record of the Series A Preferred Stock pursuant to the Company’s Certificate of Incorporation, the Stockholders Agreement or otherwise.

  • Preferred Directors means, collectively, the Series A Directors and the Series B Director.