Change in Board of Directors definition

Change in Board of Directors means an occurrence deemed to have occurred if, with respect to any particular 24-month period (not including any period prior to the execution of this Agreement), the individuals who, at the beginning of such 24-month period, constituted the Board of the Company (the “Incumbent Board”) cease for any reason to constitute at least a majority of the Board; provided, however, that any individual becoming a director (other than a director designated by a Person who has entered into an agreement with the Company to effect a transaction described in Section 1(f)(i), 1(f)(iii) or 1(f)(iv)) subsequent to the beginning of such 24-month period whose election, or nomination for election by the stockholders of the Company, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such individual were a member of the Incumbent Board, but excluding, for this purpose, any such individual whose initial assumption of office occurs as a result of an actual or threatened election contest with respect to the election or removal of directors or other actual or threatened solicitation of proxies or consents by or on behalf of a person other than the Board;
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Change in Board of Directors means the composition of the Board of Directors changes during any period of thirty-six (36) months, such that individuals who at the beginning of the period were members of the Board of Directors cease for any reason to constitute a majority thereof. For purposes of this Agreement a "Change in the Ownership of the Employer", "Change of a Substantial Portion of the Employer Assets", and "Change in Board of Directors" shall hereinafter be collectively referred to as a "Change of Control."ed to as a "Change of Control."
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Examples of Change in Board of Directors in a sentence

  • Change in Board of Directors After the completion of the tender offer and the reverse and forward stock splits, and after the Company deregisters and delists its common stock, we believe that a number of our independent board members may resign from our board of directors due to time commitments that they have to other business ventures.

  • See “Background Information on New Harvest Capital Corporation - Directors and Officers.” Change in Board of Directors Upon completion of the Share Exchange, Oxxx Xxxxx and Jxxx Xxxxxx will be appointed to the Board of Directors of Harvest.

  • Change in Board of Directors On May 17, 2012, following the Proxy Contest Messrs.

  • Change in Board of Directors and Officers – There will be no change in the Board of Directors and officers of the Company.

  • Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing twenty percent (20%) or more of either (i) the then outstanding shares of common stock of the Company or (ii) the combined voting power of the then outstanding voting securities of the Company entitled to vote generally in the election of directors; Change in Board of Directors.

  • Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing thirty-five percent (35%)or more of the combined voting power of the Company’s then outstanding securities; · Change in Board of Directors.

  • Xxxxx, Xxesident EXHIBIT A Gentxxx Xxxmunications Announces Change in Board of Directors Salt Lake City, Utah -- Gentxxx Xxxmunications announced today that former Chief Executive Officer and President, Russxxx X.

  • Any Person (as defined below) is or becomes the Beneficial Owner (as defined below), directly or indirectly, of securities of the Company representing thirty-five percent (35%)or more of the combined voting power of the Company’s then outstanding securities; Change in Board of Directors.

Related to Change in Board of Directors

  • Board of Director or “Board” means the Board of Directors of Omaxe Limited, as constituted from time to time.

  • Board of Directors means the board of directors of the Company.

  • Board of Directors or Board means the Board of Directors of Prakash Steelage Limited, as constituted from time to time.

  • Parent Board means the board of directors of Parent.

  • the Board means the board of directors of the Company;

  • Board means the Board of Directors of the Company.

  • Nomination Committee means the nomination committee of the Board established in accordance with Article 114;

  • Compensation Committee means the Compensation Committee of the Board.

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

  • Executive Committee means a group of directors elected or appointed to act on behalf of, and within the powers granted to them by, the Commission.

  • Company Board means the Board of Directors of the Company.

  • Independent Directors means the members of the Board of Directors who are not officers or employees of the Manager or any Person directly or indirectly controlling or controlled by the Manager, and who are otherwise “independent” in accordance with the NYSE’s corporate governance listing standards (or the rules of any other national securities exchange on which the Common Stock is listed).

  • MUSL Board means the governing body of the MUSL, which is comprised of the chief executive officer of each Party Lottery.

  • Supervisory Board means the individual or group of individuals that

  • Whole Board means the total number of authorized directors whether or not there exist any vacancies or unfilled seats in previously authorized directorships.