Investor Nominee Director definition

Investor Nominee Director has the meaning set forth in Section 2.1(c).
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Investor Nominee Director means a non-executive director nominated by the Investors on the Board in accordance with these Articles;
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Investor Nominee Director. Section 7.1(i) “Investor Observer” Section 7.1(i)
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Examples of Investor Nominee Director in a sentence

  • Notwithstanding the above, if an Investor Nominee Director waives his/ her right towards quorum having received all the relevant material, he / she shall be counted as present for the purpose of determining quorum.

  • The Board of each of the Companies shall have a compensation committee composed of at least three members, a majority of which shall be non-management Directors and at least one of whom shall be an Investor Nominee Director designated in accordance with Section 3.1. Subject to the foregoing, the members of each compensation committee shall be selected by a simple majority vote of the Board of the respective Company.

  • The Board of each of the Companies shall have an audit committee composed of at least three members, all of whom shall be non-management Directors and at least one of whom shall be an Investor Nominee Director designated in accordance with Section 3.1. Subject to the foregoing, the members of each audit committee shall be selected by a simple majority vote of the Board of the respective Company.

  • The Company shall use its reasonable best efforts to appoint the Investor Nominee Director to the Board within sixty (60) days of the Company’s receipt of such request; provided, however, that the Investor Nominee Director executes and delivers to the Company a customary confidentiality agreement prior to attending any Board meetings or receiving any related materials.

  • In furtherance of the foregoing, the Company shall include the name of the Investor Nominee Director (or any replacement nominee approved by the Board) in the solicitation of proxies for election of directors for the next annual meeting of the Company, and shall not be required to include such individual’s name for any annual meeting thereafter.

  • If the Board does not approve of any Investor Nominee Director, then the Investor may select another individual for Board approval until an Investor Nominee Director is approved.

  • In the event the Investor Nominee Director refuses or is unable to serve on the Board, the Investor shall be entitled to recommend any other individual to the Board as a director, appointment of which individual shall be subject to approval by the Board (which such approval shall not be unreasonably withheld or delayed).

  • The Company shall pay the Investor an annual fee of $9,983 (such amount to be adjusted annually hereafter on each anniversary of the date of this Agreement to reflect the percentage increase from March in the prior year in the Consumer Price Index for all Urban Consumers, Boston, Massachusetts Area, All Items, (1982-84 = 100)) for the general business and development services of the Investor Nominee Director.

  • The Company shall have executed and delivered to the Investor copy of the indemnification agreement with the Investor Nominee Director (the “Indemnification Agreement”) in form and substance attached hereto as SCHEDULE 8.

Related to Investor Nominee Director

  • Investor Nominee means a person designated for election to the Board of Directors by the Investor pursuant to the Investment Agreement.

  • New Director means an individual whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two-thirds of the directors then still in office who either were directors at the Date of Grant or whose election or nomination for election was previously so approved or recommended. However, “New Director” shall not include a director whose initial assumption of office is in connection with an actual or threatened election contest, including but not limited to a consent solicitation relating to the election of directors of the Company.

  • shadow director means, in relation to a company, any person in accordance with whose directions or instructions the directors of the company are accustomed to act, but the person is not deemed to be a shadow director by reason only that the directors act on advice given by him in a professional capacity; and

  • Investor Director means a member of the Board who was elected to the Board as an Investor Director Designee.

  • Designated Director means a person designated by the RE to ensure overall compliance with the obligations imposed under chapter IV of the PML Act and the Rules and shall include:

  • Employee Director means a member of the Board of Directors of the Company that is also an Employee of the Company.

  • Series B Director means any director of the Company that the holders of record of the Series B Preferred Stock are entitled to elect, exclusively and as a separate class, pursuant to the Certificate of Incorporation.

  • Nonemployee Director means a Director who is not an Employee.

  • Alternate Director means a person elected or appointed to serve, as the occasion requires, as a member of the board of a company in substitution for a particular elected or appointed director of that company;

  • Series A Director means any director of the Company that the holders of record of the Series A Preferred Stock are entitled to elect pursuant to the Company’s Certificate of Incorporation.

  • Inside Director means a Director who is an Employee.

  • Investor Designee shall have the meaning set forth in Section 5(a).

  • Independent Director/Trustee means any; (i) director or trustee of an Invesco Mutual Fund who is not an “interested person” (as defined in Section 2(a)(19) of the Investment Company Act) of an Invesco Mutual Fund; (ii) director or trustee of an Invesco ETP who is not an “interested person” (as defined in Section 2(a)(19) of the Investment Company Act) of an Invesco ETP; or (iii) member of the Invesco Canada Independent Review Committee, Invesco Canada Funds Advisory Board or Board of Directors of Invesco Corporate Class Inc. who has no other executive responsibilities or engagement in an Invesco Canada Fund or Invesco NA’s day-to-day activities beyond the scope of their duties as director/trustee.

  • Preferred Director means any director of the Company that the holders of record of the Preferred Stock are entitled to elect pursuant to the Company’s Certificate of Incorporation.

  • Eligible Director means a person who is (i) a “non-employee director” within the meaning of Rule 16b-3 under the Exchange Act, and (ii) an “outside director” within the meaning of Section 162(m) of the Code.

  • Management Director means a Person selected in accordance with Article IV of this Agreement who shall have the powers and duties to manage the business and affairs of the Company and exercise its powers to the extent set forth in this Agreement, the Certificate and the Act. Each Management Director shall be a “manager” of the Company within the meaning of the Act.

  • Qualified Director means a person who, at the time action is to be taken under:

  • Independent Director means a director referred to in Section 149 (6) of the Companies Act, 2013.

  • Elected Director means a person elected as an elected director in accordance with these bylaws or elected or appointed as a replacement director for an elected director;

  • Sponsor Director means an individual elected to the Board that has been nominated by the Sponsor pursuant to this Agreement.

  • Qualifying Director means a Person who is, with respect to actions intended to obtain an exemption from Section 16(b) of the Exchange Act pursuant to Rule 16b-3 under the Exchange Act, a “non-employee director” within the meaning of Rule 16b-3 under the Exchange Act.

  • Outside Director means a Director who is not an Employee.

  • New Directors means any director whose election by the Board or whose nomination for election by the Company's stockholders was approved by a vote of at least two-thirds of the directors then still in office who were Present Directors or New Directors.

  • Public Director means a Person that meets the qualifications described in Rule 207(e).

  • Deputy Director means the Deputy Director of the Authority, as the case may be.