Register of Directors and Officers means the Register of Directors and Officers referred to in these Bye-laws;
Parent Directors means the Directors elected or appointed pursuant to Articles 53 – 56 inclusive;
Directors means the directors for the time being of the Company.
Independent Fund Director means an independent director of an investment company advised by Invesco.
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.
Preferred Directors means, collectively, the Series A Directors and the Series B Director.
Investor Directors or “Investor Director” has the meaning set forth in Section 6.1(a) hereof.
Independent Directors means the members of the Board of Directors who are not officers or employees of the Manager.
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;
Disinterested Directors means, with respect to any Affiliate Transaction, one or more members of the Board of Directors of the Company, or one or more members of the Board of Directors of a Parent, having no material direct or indirect financial interest in or with respect to such Affiliate Transaction. A member of any such Board of Directors shall not be deemed to have such a financial interest by reason of such member’s holding Capital Stock of the Company or any Parent or any options, warrants or other rights in respect of such Capital Stock.
Disinterested Director means a director of the Company who is not and was not a party to the Proceeding in respect of which indemnification is sought by Indemnitee.
Medical Executive Committee or “MEC” means the Executive Committee of the Medical Staff.
Continuing Directors means, as of any date of determination, any member of the Board of Directors of the Company who (i) was a member of such Board of Directors on the date of this Indenture or (ii) was nominated for election or elected to such Board of Directors with the approval of a majority of the Continuing Directors who were members of such Board at the time of such nomination or election.
former Board means the Board of Reference constituted under Part IV of the former provisions;
Disinterested Director/Trustee means a Director/Trustee of the Fund who is not an "interested person" of the Fund within the meaning of Section 2(a)(19) of the Act.
Disinterested Director/Trustee means a Director/Trustee of the Fund who is not an "interested person" of the Fund within the meaning of Section 2(a)(19) of the Act.
Named Executive Officers or “NEOs” means the following individuals:
Qualified Director means a person who, at the time action is to be taken under:
Continuity Directors means (A) those members of the Board who were directors on the date hereof and (B) those members of the Board (other than a director whose initial assumption of office was in connection with an actual or threatened election contest, including but not limited to a consent solicitation, relating to the election of directors of Ceridian) who were elected or appointed by, or on the nomination or recommendation of, at least a two-thirds (2/3) majority of the then-existing directors who either were directors on the date hereof or were previously so elected or appointed; or
Company Board of Directors means the board of directors of the Company.
Exculpation means the exculpation provision set forth in Article X.D hereof.
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 that person in a professional capacity; and
Guarantor’s Board of Directors means, with respect to any Guarantor, either the board of directors of such Guarantor or any duly authorized committee of that board.
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:
Interested Director means a director or trustee of an investment company who is an interested person within the meaning of Section 2(a)(19) of the Act. A “Disinterested Director” is a director who is not an interested person under Section 2(a)(19) of the Act.
Company Director means a member of the Board.