Designated Proxy Holder definition

Designated Proxy Holder means, with respect to a Key Holder or any trust receiving or holding a Key Holder’s shares, any natural person designated or approved by such Key Holder and not less than sixty-six and two-thirds percent (66-2/3%) of the directors then constituting the entire Board of Directors, to act as such Key Holder’s proxy and attorney-in-fact pursuant or, if there is no such designee, the members of the entire Board of Directors acting by majority vote.
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Designated Proxy Holder means, with respect to a Founder, a person designated by such Founder and approved by the Board of Directors to act as such Founder’s proxy and attorney-in-fact or, if there is no such designee, the members of the Board of Directors acting by majority vote.
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Designated Proxy Holder means, with respect to a holder of shares of Class C Common Stock, or any trust receiving or holding a holder’s shares of Class C Common Stock, a person or persons, with full power of substitution and re-substitution, selected by the members of the entire Board acting by majority vote to act as such holder’s proxy and attorney-in-fact.
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Examples of Designated Proxy Holder in a sentence

  • Advocacy encouraged TSA to prepare and publish for public comment a revised IRFA to determine the full economic impact on small entities and consider significant alternatives to meet its objective while minimizing the impact on small entities.TSA published the final Secure Flight rule on October 28, 2008.

  • The Chairman thus announced that the proposal to grant the Board of Directors the power to submit its own list of candidates for the Director’s office and to increase to two the Directors selected from the minority list as well as the connected proposed amendment to the Articles of Association had been approved.No share for which the Designated Proxy Holder held a proxy had been excluded from the voting pursuant to Section 135- undecies, paragraph 3, of Legislative Decree no.

  • AGENDA In the event of a vote concerning an action of liability proposed within the meaning of Article 2393 (2), of the Italian Civil Code by shareholders, on the occasion of the approval of the financial statements, the underwritten delegates the Designated Proxy Holder to vote in accordance with the following directions: □ IN FAVOUR □ AGAINST □ NON-VOTING (*) Pursuant to Article 135-undecies (3) of Legislative Decree.

  • The Designated Proxy Holder will cast a vote on each of the resolutions that are put to a vote in the Shareholders’ Meeting according to the instructions given, because it is the exclusive responsibility of the person granting the proxy to decide how to vote consistent with the resolutions (alternative or complementary) that have been published.

  • The Chairman thus announced that the transfer of the registered office from Rome to Milan and the associated proposed amendment to the Articles of Association had been approved.No share for which the Designated Proxy Holder held a proxy had been excluded from the voting pursuant to Section 135- undecies, paragraph 3, of Legislative Decree no.


More Definitions of Designated Proxy Holder

Designated Proxy Holder means, with respect to a Key Holder or any trust or other entity receiving or holding a Key Holder’s shares, any natural person designated or approved by such Key Holder to act as such Key Holder’s proxy and attorney-in-fact or, if there is no such designee, the members of the entire Board of Directors acting by majority vote.
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Designated Proxy Holder means, with respect to a Founder, (i) a person designated by such Founder to act as such Founder’s proxy and attorney-in-fact with respect to Voting Control of the Corporation’s Class B Common Stock and approved by the Board of Directors, such approval not to be unreasonably withheld; (ii) a trust designated by such Founder to act as such Founder’s proxy and attorney-in-fact with respect to Voting Control of the Corporation’s Class B Common Stock and approved by the Board of Directors, such approval not to be unreasonably withheld; or (iii) if there is no such designee, the members of the Board of Directors acting by majority vote.
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Related to Designated Proxy Holder

  • Designated Holder means the Holder of Note A-1.

  • FTR Holder means the PJM Member that has acquired and possesses an FTR.

  • Electing Holder means any holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 3(d)(ii) or 3(d)(iii) hereof.

  • Living Holder A Certificate Owner of a Special Retail Certificate other than a Deceased Holder.

  • Stockholder Associated Person of any stockholder means (A) any person controlling, directly or indirectly, or acting in concert with, such stockholder, (B) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such stockholder or (C) any person directly or indirectly controlling, controlled by or under common control with such Stockholder Associated Person.

  • 10% Stockholder means the owner of stock (as determined under Code Section 424(d)) possessing more than ten percent (10%) of the total combined voting power of all classes of stock of the Corporation (or any Parent or Subsidiary).

  • Participating Stockholder means a “Participating Stockholder” under the HBB Stockholders’ Agreement, HY Stockholders’ Agreement and NACCO Stockholders’ Agreement, to the extent the Partnership owns HBB Class B Shares, HY Class B Shares or NACCO Class B Shares. A Partner shall cease to be a Participating Stockholder under this Agreement and shall be deemed to be a Former Partner immediately prior to any event or lapse of time that causes such Partner to no longer be a “Participating Stockholder” under such applicable stockholders’ agreements.

  • Equity Holder means any Person that owns the Equity Interests in any Practice that is a party to any Management Agreement.

  • Other Stockholder means the persons that own Common Stock, other than the Participant.

  • Series A Holder means a Record Holder of the Series A Preferred Units.

  • Qualifying Holder shall have the meaning ascribed thereto in Section 12 hereof.

  • Stockholder Group means the Stockholder and each Person (other than any member of the Company Group) that is an Affiliate of the Stockholder.

  • Participating Holder means any Holder of Registrable Securities that has returned a completed and signed Notice and Questionnaire to the Company in accordance with Section 2(b) hereof.

  • Targeted Holder means each holder of (i) a right to receive interest or principal with respect to the Retained Notes, (ii) any interest in the Trust with respect to which an Opinion of Counsel has not been rendered that such interest will be treated as debt for federal income tax purposes, and (iii) a right to receive any amount in respect of the Trust Certificate; provided, however, that any Person holding more than one right or interest each of which would cause such Person to be a Targeted Holder shall be treated as a single Targeted Holder.

  • Non-Directing Holder means the Note A-2 Holder or, if Note A-2 is included in a Securitization, the holders of Certificates representing the specified interest in the class of Certificates designated as the “controlling class” or the duly appointed representative of the holders of such Certificates or such other party otherwise entitled under the Note A-2 PSA, to exercise the rights granted to the Non-Directing Holder in this Agreement. If Note A-2 is no longer in a Securitization, the Non-Directing Holder with respect to such Note will be the then-current Holder of such Note.

  • Initial Holder has the meaning set forth in the preamble.

  • Directing Holder means the Holder of Note A-1 or, if Note A-1 is included in a Securitization, the holders of Certificates issued in connection with such Securitization representing the specified interest in the class of Certificates designated as the “Controlling Class” or the duly appointed representative of the holders of such Certificates or such other party that the Note A-1 Holder grants the right to exercise the rights granted to the Directing Holder in this Agreement; provided, that no Borrower Party shall be entitled to act as Directing Holder.

  • Underlying Shares Registration Statement means a registration statement meeting the requirements set forth in the Registration Rights Agreement, covering among other things the resale of the Underlying Shares and naming the Holder as a “selling stockholder” thereunder.

  • Insider Shares means all shares of Common Stock of the Company owned by an Insider immediately prior to the Company’s IPO. For the avoidance of doubt, Insider Shares shall not include any IPO Shares purchased by Insiders in connection with or subsequent to the Company’s IPO.

  • Non-U.S. Holder means a Holder that is not treated as a United States person for U.S. federal income tax purposes as defined under Section 7701(a)(30) of the Internal Revenue Code of 1986, as amended from time to time.

  • Conversion Shares Registration Statement means a registration statement that registers the resale of all Conversion Shares of the Holders, who shall be named as “selling stockholders” therein and meets the requirements of the Registration Rights Agreement.

  • Shareholder Associated Person of any Shareholder means (i) any person controlling, directly or indirectly, or acting in concert with, such Shareholder, (ii) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such Shareholder, and (iii) any person controlling, controlled by or under common control with such Shareholder Associated Person.

  • Founder Shares Lock-up Period means, with respect to the Founder Shares, the period ending on the earlier of (A) one year after the completion of the Company’s initial Business Combination and (B) subsequent to the Business Combination, (x) if the closing price of the Common Stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after the Company’s initial Business Combination or (y) the date on which the Company completes a liquidation, merger, capital stock exchange, reorganization or other similar transaction that results in all of the Company’s stockholders having the right to exchange their shares of Common Stock for cash, securities or other property.

  • Restricted Securities Legend has the meaning set forth in Section 8.2(b).

  • Initiating Holder has the meaning set forth in Section 2.01(a).

  • Trading Partner means any external computer interoperating with a Licensed Component through one or more protocols, one or more networks, or one or more adapters;