Removal and Vacancies. Any officer may be removed from his or her office with or without cause by action of the Board of Managers. Such removal shall be without prejudice to the contract rights, if any, of the person so removed. A vacancy among the officers by death, resignation, removal or otherwise shall be filled for the unexpired term by the Board of Managers, unless such office is eliminated.
Removal and Vacancies. Any officer elected or appointed by the Board may be removed, with or without cause, at any time by a resolution of the Board; provided that the removal is subject to the termination procedures of any written employment agreement with the Company. A vacancy in an office of the Board or the CEO shall be filled by a resolution of the Board. The CEO may remove any officer appointed by the CEO. An officer may resign at any time by giving written notice to the Company. The resignation is effective without acceptance when the notice is given to the Company, unless a later effective date is specified in the notice.
Removal and Vacancies. Each officer of the Company shall hold office until his or her successor is chosen and qualified in his or her stead or until his or her death or until his or her resignation or removal from office. Any officer elected by the Board of Managers may be removed either for or without cause by the Board of Managers, but such removal shall be without prejudice to the contract rights, if any, of the individual so removed. If the office of any officer becomes vacant for any reason, the vacancy may be filled by the Board of Managers.
Removal and Vacancies. Subject to the 1940 Act, the Trustees may (i) by vote of a majority of the remaining Trustees fill vacancies in the Trustees or (ii) remove Trustees with or without cause by vote of a majority of the Independent Trustees if the Trustee to be removed is an Independent Trustee, or by vote of the Trustees who are "interested persons" (as defined in the 1940 Act) if the Truxxxx xx be removed is an "interested" Trustee. The selection and nomination of Independent Trustees is committed solely to the discretion of a Nominating Committee consisting of all sitting Independent Trustees, except where the remaining Trustee or Trustees are "interested persons".
Removal and Vacancies. Any Officer may be removed at any time, with or without cause, by the Board. Vacancies and newly created Officer positions shall be filled by the Board. Any Officer appointed to fill any vacancy shall hold office until his or her successor shall be duly elected and qualified (or his or her earlier death, resignation or removal from office).
Removal and Vacancies. In the event of any vacancy on the TAM Board resulting from the resignation, incapacity, retirement, death or removal (each, a “Departure”) of any Board Representative of LATAM or TEP, such party shall have the right to select another individual to replace such Board Representative on the TAM Board. In such event, Holdco 1 shall cause a special meeting of the shareholders of TAM to be held to elect such replacement to the TAM Board and at such meeting shall elect such replacement to the TAM Board to serve until the next annual meeting of the shareholders of TAM. If at any time any Board Representative of LATAM or TEP ceases to be a board member of Holdco 1, Holdco 1 shall promptly cause him or her to resign or to be removed from the TAM Board and Holdco 1 will replace such Board Representative on the TAM Board pursuant to the foregoing procedures.
Removal and Vacancies. (a) The term of office of a Trustee shall terminate and a vacancy shall occur in the event of the death, resignation, adjudicated incompetence, or other incapacity to perform the duties of the office. In the case of a vacancy, the Trustees remaining in office shall appoint another person as a replacement Trustee, in accordance with Section 4.3, who shall serve until the expiration of the term for the office to which the replacement Trustee is appointed. The replacement Trustee shall be considered, unless removed pursuant to this Section 4.5, the appointee of each Participant.
(b) The Board may remove a Trustee in the event of the conviction of a felony or any other crime involving dishonesty. Such removal may occur upon the majority vote of the membership of the remaining Trustees. Any vacancy created by such removal shall be filled pursuant to this Section.
(c) Notwithstanding the forgoing, in lieu of selecting new Trustees to fill vacancies on the Board, the Board may decrease the membership of the Board by the number of such vacancies provided, however, the number of memberships shall not be less than three (3) nor more than thirteen (13).
Removal and Vacancies. Any officer elected or appointed by the Board of Directors may be removed at any time by the affirmative vote of a majority of the Board of Directors, either with or without cause. Any vacancy occurring in any office or the Corporation shall be filled by the Board of Directors.
Removal and Vacancies. In the event of any vacancy on the Holdco 1 Board resulting from the resignation, incapacity, retirement, death or removal of any Director Representative of any Shareholder, such Shareholder shall have the right to designate another individual to replace such Director Representative on the Holdco 1 Board. In such event, the Shareholders shall cause their Director Representatives to request that the Holdco 1 Chairman call a special meeting of the Holdco 1 Board in order to appoint such designee to the Holdco 1 Board and to serve until the next annual meeting of the shareholders of Holdco 1 and at such meeting shall cause their Director Representatives to make such appointment. At the same time, LATAM and TEP shall cause their Director Representatives in their capacity as directors of TAM to request that the chairman of the TAM Board (the “TAM Chairman”) call a special meeting of the shareholders of TAM to elect such designee to the TAM Board and Holdco 1 shall elect such designee to the TAM Board to serve until the next annual meeting of the shareholders of TAM. If at any time any Director Representative of any Shareholder ceases to be a member of the TAM Board, such Shareholder shall promptly cause him or her to resign or to be removed from the Holdco 1 Board and the Shareholders will replace such Director Representative on the Holdco 1 Board pursuant to the foregoing procedures.
Removal and Vacancies. (a) Except for the CEO Director, who will be subject to removal under Section 2.2(c), if any Person(s) entitled to designate a director pursuant to Section 2.1 requests that any of its or their designees be removed as a director, each Shareholder shall take all action and cast all votes to which such holder is entitled in respect of the Voting Securities owned by it, to cause the removal of such director(s). Except for the CEO Director, who will be subject to removal under Section 2.2(c), each Shareholder agrees that it shall not vote any of its Voting Securities (or execute written consents in lieu thereof) in favor of, or take any other action related to, the removal of any director who has been designated pursuant to Section 2.1 unless, pursuant to the preceding sentence, requested by the Person(s) entitled to designate such director.
(b) If as a result of death, disability, retirement, resignation or removal of a director designated pursuant to Section 2.1 there shall exist or occur any vacancy on the Board (other than the CEO Director), (i) the Person or Persons entitled pursuant to Section 2.1 to designate such director whose death, disability, retirement, resignation or removal resulted in such vacancy shall (so long as such Person is then entitled) have the right exercisable in its sole and absolute discretion to designate another Person to fill such position, and (ii) each Shareholder shall take all action and cast all votes to which such holder is entitled (or execute written consents in lieu thereof) in respect of the Voting Securities owned by it, to cause the election of such designee.
(c) If at any time a Person serving as the CEO Director ceases to be the chief executive officer of the Company, each Shareholder shall take all action and cast all votes to which such holder is entitled (or execute written consents in lieu thereof) in respect of the Voting Securities owned by it, or over which it has voting power, to cause the removal of such Person as CEO Director and, at such time as a succeeding chief executive officer is appointed in conformity with the provisions hereof, the appointment or election of such Person as the CEO Director.
