Board Composition means that for so long as at least 25% percent of the initially issued shares of Preferred Stock remain outstanding:
Board Composition means that for so long as at least twenty five percent (25%) of the initially issued shares of Preferred Stock remain outstanding, the holders of record of the shares of Series Seed Preferred Stock exclusively and as a separate class, shall be entitled to elect [Preferred Directors] director(s) of the Corporation (the “Series Seed Director(s)”), the holders of record of the shares of Common Stock, exclusively and as a separate class, shall be entitled to elect [Common Directors] director(s) of the Corporation, and any additional directors shall be elected by the affirmative vote of a majority of the Preferred Stock and Common Stock, voting together as a single class on an as-converted basis. For administrative convenience, the initial Series Seed Director may also be appointed by the Board in connection with the approval of the initial issuance of Series Seed Preferred Stock without a separate action by the holders of a majority of Series Seed Preferred Stock.
Board Composition means so long as any shares of Class F Common remain outstanding, the holders of Class F Common, voting as a separate class, shall be entitled to elect two (2) directors (the “Class F Directors”) at each meeting or pursuant to each action by written consent of the Company's stockholders for the election of directors.
Examples of Board Composition in a sentence
The holders of record of the Company’s capital stock are entitled to elect directors as described in the Board Composition.
The Board after taking into consideration the criteria of evaluation laid down by the Nomination and Remuneration Committee in its policy such as Board Composition, level of involvement, performance of duties, attendance etc.
Board Composition and Organization2.1.1 Composition – The DeKalb County Board of Education is composed of five (5) members who are elected to six (6) year terms by qualified electors of DeKalb County, Alabama.
In carrying out its responsibilities, the Committee believes its policies and procedures should remain flexible, in order to best react to changing conditions and circumstances.1. Board Composition, Evaluation and Nominating Activities.
Non-profit applicants must submit PART V: Non-Profit Checklist with supporting documentation, and PART VI: Non-Profit Board Composition.
More Definitions of Board Composition
Board Composition means that:
Board Composition. The Board shall consist of seven representatives from the three categories of members: Standard, Small Business, and Individual. Standard members may designate five directors to represent all members in that category. The Small Business category may designate one director to represent all of the members in that category. One additional board seat is reserved for the special At Large category, which is comprised of all Standard, Small Business, or Individual members. If a Board seat cannot be filled by the member category, a member from any category may fill the empty Board seat with approval of the other Board members.
Board Composition. Moon Sub and the Company will have the same board of directors or equivalent body (the “Board”). The Board will consist of seven members, each with one vote on all matters considered. The Board will govern the activities of Moon Sub and the Company. The initial Board will be comprised of five Moon designees (designated by LIM), X. Xxxxxx and X. Xxxxxx. X. Xxxxxx and X. Xxxxxx will each serve on the Board for so long as he is employed in his current position with the Company. The majority member of Moon will have the right to designate up to two observers entitled to attend all Board meetings. Moon has the right to replace any Board member, including X. Xxxxxx and X. Xxxxxx in the event their employment is terminated; provided, however, that any board replacement for X. Xxxxxx and/or X. Xxxxxx shall be a member of the Company’s senior management team. Moon’s right to designate Board members is transferable, in whole or in proportionate part, to “affiliated entities” and to entities acquiring at least 20% of Moon Sub’s equity interest. All Board action will require approval by a majority of the directors. Board Committees: The Board will have an investment committee (currently known as the Asset Allocation Committee) comprised of X. Xxxxxx and X. Xxxxxx (to the extent they serve on the full Board) and three Moon designees. All investment committee action will require approval of a majority of the committee members. Company management will have discretion to make Company decisions with respect to investments, acquisitions, developments and dispositions consistent with the Company’s investment criteria, in amounts not in excess of $10 million. Investments, acquisitions, new developments and dispositions of more than $10 million and less than $25 million require investment committee approval. Board approval is required for all investments, acquisitions, new developments and dispositions of $25 million or more. The Board also expects to have audit and compensation committees, and such other committees as may be designated by the Board from time to time. A majority of the members of each such committee will consist of Moon designees so long as it owns a majority of the Equity Interests of Moon Sub. The Board will consider the existing policies of the Company prior to the consummation of the Merger with respect to the duties of the Board and the committees thereof but will not be bound by any such policy unless the Board adopts the same following the acquisition o...
Board Composition means that the holders of record of the shares of Common Stock will be entitled to elect all directors of the Corporation.
Board Composition means that for so long as at least 50% percent of the initially issued shares of Series A Preferred Stock remain outstanding:
Board Composition. We intentionally seek diversity in race, gender, experience and perspective on our board, to allow our organization to effectively act in the best interests of all students in Clay County. Service Requirements:
Board Composition. Upon Closing, (a) the board of directors of Green (the “Board”) will initially be comprised of up to 12 directors and (b) the Board will initially include three directors who were on the Blue Board immediately prior to Closing, one of whom shall be the Blue Chief Executive Officer (and who will become the Green Chief Executive Officer) and two of whom shall be selected by Green from among Blue’s directors as of Closing (the “Blue Directors”). Except as otherwise provided herein or as provided by applicable legal and regulatory requirements, for so long as Green Parent owns a majority of Green shares, Green Parent shall be entitled to use its voting power to change the size and composition of the Board from time to time in its sole discretion. • For a period of three years after the Closing, the Board shall nominate, and Green Parent shall cast all of its votes in favor of the election of, each Blue Director that is not the Chief Executive Officer of Green, and shall not vote to remove such Blue Directors. In the event of the resignation, removal or death of any such Blue Director during such three-year period, such director’s replacement shall be nominated by vote of a committee of directors, each of whom would, under applicable law and NYSE rules, be considered an “independent director” of Green and Green Parent (assuming for such purpose that such director is a director of Green Parent) (the “Unaffiliated Committee”) and Green Parent shall cast its votes in favor of the election of such replacement. • The composition of the Board and its committees will at all times satisfy the requirements of applicable law and NYSE rules.