Company Independent Director means each director of the Company who (i) is an Independent Director and (ii) without limiting (i), (A) is not a GE Designee, (B) is not a current or former (x) member of the board of directors of GE or (y) officer or employee of any member of the GE Group, (C) does not have and has not had any other substantial relationship with any member of the GE Group and (D) is designated by the Governance & Nominating Committee as a Company Independent Director.
Company Independent Director means each director of the Company who (i) is an Independent Director and (ii) (A) is not an executive officer or employee of any Emerson Group member and (B) would not be a director described under Clauses (A) through (F) of Rule 5605(a)(2) of the Nasdaq listing rules in relation to Emerson Parent assuming Emerson Parent were the “Company” thereunder.
Company Independent Director means each director of the Company who (i) is an Independent Director; (ii) is not an Amneal Designee; (iii) is not a current or former (x) member of the board of directors of any Amneal Group Member or any of its Affiliates or (y) officer or employee of any member of any Amneal Group Member or any of its Affiliates; (iv) does not have and has not had any other material relationship with any member of Amneal Group that a reasonable person would conclude could interfere with the exercise of independent judgment in carrying out director responsibilities; and (v) is designated by the Conflicts Committee as a Company Independent Director.
Examples of Company Independent Director in a sentence
As a Director of the Company, Independent Director will have legal duties and obligations under Companies Act 2013.
Because the right to nominate directors in these cases does not reside with the Company, Independent Director approval would not be required.
At all times and notwithstanding ceasing to be an Independent Director of the Company, Independent Director are expected not to use such information for personal or professional benefit or disclose such confidential information to third parties who may use the same for their personal or professional benefit, or otherwise engage in any activity that would constitute insider trading.
Chairman isCommittee are as per Company Independent Director andLaw and Listing Regulations Kashyap R.
You are hereby appointed as a Non- Executive Independent Director of the Company (Independent Director) under section 149 and other applicable provisions of the Companies Act, 2013.
More Definitions of Company Independent Director
Company Independent Director means each director of the Company who (i) is an Independent Director and (ii) (A) is not an executive officer or employee of any Xxxxxxx Group member and (B) would not be a director described under Clauses (A) through (F) of Rule 5605(a)(2) of the Nasdaq listing rules in relation to Xxxxxxx Parent assuming Xxxxxxx Parent were the “Company” thereunder.
Company Independent Director means an individual who would qualify as “independent” pursuant to Nasdaq listing standards and is not a former officer or employee of the Company.
Company Independent Director means each non-executive director of the Company who (i) is not a Xxxxxx Director, Oak Hill Director or Joinder Shareholder Director, (ii) (A) for so long as this Agreement has not terminated with respect to the Oak Hill Group, is not a director, officer or employee of, any member of the Oak Hill Group, (B) for so long as this Agreement has not terminated with respect to the Xxxxxx Parties, is not a Xxxxxx Family Member, (C) for so long as this Agreement has not terminated with respect to a Joinder Shareholder Group, is not a director, officer or employee of, any member of such Joinder Shareholder Group and (D) has been determined by the Nominating and Governance Committee of the Company in good faith not to have any relationship with any Xxxxxx Party or Xxxxxx Family Member, the Oak Hill Group or any Joinder Shareholder Group, as applicable, that would be material to the director’s ability to be independent from a Xxxxxx Family Member, the Oak Hill Group or such Joinder Shareholder Group, respectively, (iii) is independent under the NYSE listing rules and, if applicable, the Dutch Corporate Governance Code unless any deviation from such Code is explained in the Statutory Dutch Annual Report of the Company and (iv) is designated by the Nominating and Governance Committee of the Company as a Company Independent Director.
Company Independent Director means each director of the Company who (i) is an Independent Director and (ii) without limiting (i), (A) is not a THRC Director or a Xxxxxx Director, (B) for so long as this Agreement has not terminated with respect to the THRC Parties, is not a current director, officer or employee of, any member of the THRC Group, (C) for so long as this Agreement has not terminated with respect to the Xxxxxx Parties, is not a current director, officer or employee of, any member of the Xxxxxx Group, (D) for so long as this Agreement has not terminated with respect to the THRC Parties, has been determined by the Company Board (or a committee thereof) in good faith not to have any relationship with any member of the THRC Group that would be material to the director’s ability to be independent from the THRC Parties, (E) for so long as this Agreement has not terminated with respect to the Xxxxxx Parties, has been determined by the Company Board (or a committee thereof) in good faith not to have any relationship with any member of the Xxxxxx Group that would be material to the director’s ability to be independent from the Xxxxxx Parties and (F) is designated by the Company Board (or a committee thereof) as a Company Independent Director.
Company Independent Director means each director of the Company who (i) is an Independent Director and (ii) without limiting (i), (A) is not an Apollo Director or a Riverstone Director, (B) for so long as this Agreement has not terminated with respect to the Apollo Parties, is not a current director, officer or employee of, any member of the Apollo Group, (C) for so long as this Agreement has not terminated with respect to the Riverstone Parties, is not a current director, officer or employee of, any member of the Riverstone Group, (D) for so long as this Agreement has not terminated with respect to the Apollo Parties, has been determined by the Governance & Nominating Committee in good faith not to have any relationship with any member of the Apollo Group that would be material to the director’s ability to be independent from the Apollo Parties, (E) for so long as this Agreement has not terminated with respect to the Riverstone Parties, has been determined by the Governing & Nominating Committee in good faith not to have any relationship with any member of the Riverstone Group that would be material to the director’s ability to be independent from the Riverstone Parties and (F) is designated by the Governance & Nominating Committee as a Company Independent Director.
Company Independent Director means each director of the Company who (i) is an Independent Director and (ii) without limiting (i), (A) is not a THRC Director or a Farris Director, (B) for so long as this Agreement has not terminated with respect to the THRC Parties, is not a current director, officer or employee of, any member of the THRC Group, (C) for so long as this Agreement has not terminated with respect to the Farris Parties, is not a current director, officer or employee of, any member of the Farris Group, (D) for so long as this Agreement has not terminated
Company Independent Director means each director of the Company who (i) is an Independent Director and (ii) (A) is not an executive officer or employee of any Emerson Group member and (B) would not be a director described under Xxxxxxx (A) through (F) of Rule 5605(a)(2) of the Nasdaq listing rules in relation to Emerson Parent assuming Emerson Parent were the “Company” thereunder. “Company Securities” means (i) the Company Common Stock, (ii) any preferred stock of the Company, (iii) any other capital stock issued by the Company and (iv) any securities convertible into or exchangeable for, or options, warrants or other rights to acquire, Company Common Stock or any other capital or preferred stock issued by the Company. “Emerson Annual Statements” means the audited annual financial statements and annual reports to shareholders of any Emerson Group member. “Emerson Contributed Subsidiaries” has the meaning ascribed thereto in the Transaction Agreement. “Emerson Covered Employees” means any individual employed by Xxxxxxx Xxxxxx or any of its Subsidiaries (x) in Xxxxxxx’x Automation Solutions business or (y) who assists in the provision of any Service (as defined in the Transition Services Agreement) under the Transition Services Agreement. “Emerson Director” means a member of the Company Board who is an Emerson Designee. “Emerson Group” means, at any given time, Xxxxxxx Xxxxxx and each Person (other than any then-member of the Company Group) that is then a Subsidiary of Emerson Parent. “Emerson Fully-Diluted Ownership Percentage” means, as of any time, the percentage of the then- outstanding Company Common Stock (as determined on a Common Equivalents basis) beneficially owned by the members of the Emerson Group as of such time, calculated on a Fully-Diluted basis. “Emerson Ownership Percentage” means, as of any time, the percentage of the then-outstanding Company Common Stock beneficially owned by the members of the Emerson Group as of such time. “Emerson Permitted Business” means (i) any and all of the business activities contemplated under the Intercompany Commercial Agreements, including acting as an agent or reseller of the Company’s products or services, and the Transition Services Agreement (as defined in the Transaction Agreement), (ii) the business of developing, marketing and selling control or hardware-connected technology software products, including software and technology intended for control engineering tools, device level applications, alarm management, distributed control...