Original Directors definition

Original Directors immediately following their election) (such individuals being the "Continuing Directors"), cease for any reason to constitute a majority of the members of the Board;
Original Directors or "Approved Directors". An Original Director is a Director who is serving on February 20, 1989. An Approved Director is a Director who, after such date, is elected, or is nominated for election by the shareholders, by a vote of at least two-thirds of the Original Directors and the previously elected Approved Directors, if any.
Original Directors means the individuals who, at the beginning of the applicable period, constitute the Board plus any new director 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 beginning of the period or whose election or nomination for election was previously so approved.

Examples of Original Directors in a sentence

  • If the terms of office of the Original Directors is determined before he/she so returns to India, any provisions in the Act or these Articles for the automatic reappointment of retiring Director in default of another appointment shall apply to the original Director and not to the Alternate Director.

  • Notwithstanding the foregoing sentence and any other provision herein to the contrary, if (a) the event constituting the Change of Control is only the commencement of a tender offer or the entering into of an agreement referred to in item (ii) or (iii) of paragraph 2 above, (b) the tender offer or agreement is abandoned or terminated, and (c) a majority of the Original Directors and/or their Successors (as defined in paragraph 2 above) of DPL Inc.

  • This Agreement may not be amended except by an instrument in writing signed on behalf of each of the parties and approved by the Original Directors if required by Section 1.03.

  • Notwithstanding anything in this Agreement to the contrary, if Parent’s designees are elected to the Board before the Effective Time, the affirmative vote of a majority of the Original Directors shall be required for the Company to (a) amend or terminate this Agreement or agree or consent to any amendment or termination of this Agreement, (b) exercise or waive any of the Company’s rights, benefits or remedies hereunder, or (c) take any other action by the Board under or in connection with this Agreement.

  • Any agreement on the part of a party to any such extension or waiver shall be valid only if set forth in an instrument in writing signed on behalf of such party and approved by the Original Directors if required by Section 1.03.

  • The Executive will be deemed “part of a purchasing group” for purposes of the preceding sentence if the Executive is an equity participant in the purchasing company or group except for (i) passive ownership of less than three percent (3%) of the stock of the purchasing company or (ii) ownership of an equity participation in the purchasing company or group which is otherwise not significant, as determined prior to the Change in Control by a majority of the Original and Additional Original Directors.

  • Once the Subsidiary's designees are appointed or elected to the Board of Directors of the Company as provided in Section 1.3, the affirmative vote of the Original Directors shall be required for the Company to agree to any such termination, amendment, extension or waiver.

  • For purposes of the above definition of Change-in-Control, “Continuing Directors” means, as of any date of determination, any member of the Board who (A) was a member of such Board on the Start Date (the “Original Directors”) or (B) was appointed, nominated for election, or elected to such Board with the approval of a majority of the Original Directors or Continuing Directors who were members of such Board at the time of such nomination or election.

  • As used herein, a "Successor" means a director whose election by the company's shareholders or whose appointment by the directors then serving the Company has been approved by a vote of the directors then serving the Company in which at least two-thirds of those directors who are Original Directors and previously qualified Successors voted for approval.

  • Any such replacements shall be deemed to be Original Directors for purposes of this Agreement.


More Definitions of Original Directors

Original Directors means the individuals named to, and serving as directors on, the Borrower’s board of directors on the date hereof.
Original Directors means the Directors of the Society on the date that these Articles were adopted;
Original Directors and “Successors” shall have the meaning specified in Section D of Article 1 of this Agreement. Upon and after a Change of Control the Master Trust shall be terminated upon, but only upon, the final payment of all amounts payable to all of the Beneficiaries pursuant to the Plans, the resolution of all litigation, as provided in Article 5.I. hereof, to the satisfaction of the Trustees, and the payment of all amounts due to the Trustees hereunder and of all costs and expenses chargeable to the Master Trust. Upon termination of the Master Trust, the Trustees shall have a right to have their accounts settled as provided in Article 5.M. hereof. Promptly upon termination of the Master Trust, and after payment of all fees, expenses and indemnities due to or incurred by the Trustees hereunder, any remaining portion of the corpus of the Master Trust shall be paid to DP&L; provided, however, that any Shares which have been contributed to the Master Trust by DPL Inc. after May 16, 2001, shall be distributed to DPL Inc.
Original Directors. Circular” means the circular of the Board of Directors of the Corporation dated June 26, 2006 relating to the Original Offer.
Original Directors means those members elected as directors at the first Annual General Meeting of the Club;

Related to Original Directors

  • 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.

  • External Directors means as defined in the Companies Law.

  • Executive Directors means a person appointed as director directly accountable to the municipal manager.

  • Series A Directors means the directors of the Company that have been solely designated by the holders of record of the Series A Preferred Stock pursuant to the Certificate of Incorporation, the Stockholders Agreement or otherwise.

  • Directors means the directors for the time being of the Company.

  • Managing Directors means Mrs Maria Chr. van der Sluijs-Plantz, Mrs Thérèse F.C. Wijnen and Mr Hubertus P.C. Mourits or such other person(s) who may be appointed as Managing Director(s) of the Issuer from time to time.

  • Preferred Directors means, collectively, the Series A Directors and the Series B Director.

  • Regional Director means the Regional Director of the Southwestern Region of the Ministry;

  • Non-Executive Directors means the Directors who are not in whole time employment of the Company.

  • Local director means the director or his designated representative of the local department of the

  • Parent Directors means the Directors elected or appointed pursuant to Articles 53 – 56 inclusive;

  • Company Board of Directors means the board of directors of the Company.

  • The Board of Directors or "Board" means all those persons appointed to perform the duties of directors of the society;

  • Board of Directors means the board of directors of the Company.

  • Investor Directors or “Investor Director” has the meaning set forth in Section 6.1(a) hereof.

  • Clinical Director means an individual who meets the minimum requirements set forth in Title 9, CCR, and has at least two (2) years of full-time professional experience working in a mental health setting.

  • 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.

  • the Directors means save as otherwise defined at Article 6.9 the directors of the Company (and “Director” means any one of those directors);

  • College board means the state board for community and

  • 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

  • Lead Director means, at any given time, the lead, independent member (if any) elected as such by the Board and occupying such position.

  • Executive Committee means a group of directors elected or appointed to act on behalf of, and within the powers granted to them by, the Commission.

  • Independent Directors means the members of the Board of Directors who are not officers or employees of the Manager.

  • Medical director means any physician licensed under Iowa Code chapter 148, 150, or 150A who shall be responsible for overall medical direction of the service program and who has completed a medical director workshop, sponsored by the department, within one year of assuming duties.

  • Parent Board means the board of directors of Parent.

  • 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.