Disinterested Manager definition

Disinterested Manager means a member of the Board of Managers of a Fund who is not an “interested person” of a Fund within the meaning of Section 2(a)(19) of the 1940 Act.

Disinterested Manager means any member of the Board of Managers that is not an “interested person” of the Company as such term is defined in the Investment Company Act, as the same may be amended from time to time.

Disinterested Manager means a manager of the Company who is not and was not a party to the Proceeding in respect of which indemnification is sought as provided in this Section.

Examples of Disinterested Manager in a sentence

• Such determination shall be made (1) by the Board of Managers by a majority vote of a quorum consisting of Managers who were not parties to such action, suit or proceeding (each, a "Disinterested Manager"), or (2) if such a quorum is not obtainable, or even if obtainable (if a majority of a quorum of Disinterested Managers so directs), by independent legal counsel in a written opinion.

• No Disinterested Manager shall use the knowledge of Securities purchased or sold by a Fund or Securities being considered for purchase or sale by a Fund to profit personally, directly or indirectly, by the market effect of such transactions.

• No Disinterested Manager shall, directly or indirectly, communicate to any person who is not an Access Person (or other approved agent of the Adviser or a Fund) any material non-public information relating to a Fund or any issuer of any Security owned by the Fund, including, without limitation, the purchase or sale or considered purchase or sale of a Security on behalf of the Fund, except to the extent necessary to effectuate Securities transactions on behalf of the Fund.

• No Disinterested Manager shall, directly or indirectly, purchase or sell Securities in such a way that the Disinterested Manager knew, or reasonably should have known, that such Securities transactions compete in the market with actual or considered Securities transactions for a Fund, or otherwise personally act to injure a Fund’s Securities transactions.

• Each Access Person (other than a Disinterested Manager) shall submit to Compliance a report in the form annexed hereto as Form A or in a similar form (such as a computer printout) which report shall set forth at least the information described in the paragraph below as to all Securities transactions during each quarterly period, in which such Access Person has, or by reason of such transactions acquires or disposes of, any beneficial ownership of a Security.

More Definitions of Disinterested Manager

Disinterested Manager has the meaning set forth in Section 12 hereof;

Disinterested Manager means a manager who is not an “interested person” within the meaning of Section 2(a)(19) of the 1940 Act.

Disinterested Manager means a manager of the Company who does not have an interest in such transaction or agreement.

Disinterested Manager means a Member or Manager, respectively who at the time of an evaluation referred to in Section 3.4.3

Disinterested Manager means a Manager of Lexington or the Portfolio who is not an "interested person" of Lexington or the Portfolio, respectively, within the meaning of Section 2(a)(19) of the 1940 Act.

Disinterested Manager means a manager of GLCA who is not and was not a party to the Proceeding (as hereinafter defined) in respect of which indemnification is sought by the Indemnitee.

Disinterested Manager means the Member or Manager, respectively, who at the time of an evaluation referred to in Section 8.4(C)(iv) is not: (a) a Party to the Proceeding; or (b) an individual having a familial, financial, professional, or employment relationship with the person whose advance for Expenses is the subject of the decision being made with respect to the Proceeding, which relationship would, in the circumstances, reasonably be expected to exert an influence on the Member’s or Manager’s judgment when voting on the decision being made.