Requisite Preferred Directors definition

Requisite Preferred Directors means (i) all of the Preferred Directors at such times as there are four (4) or fewer Preferred Directors sitting on the Board, (ii) four (4) of the Preferred Directors at such times as there are five (5) Preferred Directors sitting on the Board, and (iii) a majority of the Preferred Directors at such times as there are six (6) or more Preferred Directors. The term “Preferred Directors” shall have the meaning ascribed thereto in the Voting Agreement.
Requisite Preferred Directors means any four (4) of the Investor Directors (as defined in the Shareholders Agreement).
Requisite Preferred Directors means at least 75% of the Preferred Directors.

Examples of Requisite Preferred Directors in a sentence

  • The business of each other Group Companies shall be restricted to the Business, except with the approval of the Requisite Preferred Directors.

  • The Company agrees to hold meetings of its Board at least on a quarterly basis or as agreed by the directors, including the Requisite Preferred Directors.

  • In any of the events specified in Article 3.2(c) above, if the consideration received by the Company or its shareholders (or any subsidiary of the Company and such subsidiary’s shareholders(s)) is other than cash, its value will be deemed its fair market value as determined (unless otherwise provided for herein) in good faith by the Directors, including the approval of the Requisite Preferred Directors.

  • Except as otherwise approved by the Board, including the Requisite Preferred Directors, any stock options or restricted stock awards granted by the Company to its employees shall vest according to the following schedule: 1/4th of the total number of shares subject to a stock option will vest on the first anniversary of the date such option was granted and 1/48th of such number of shares will vest for each month of continuous service thereafter over the next 36 months.

  • Except for holding the interest in their respective direct Subsidiaries, none of the Company, the Missfresh HK Company, Mrfresh Cayman or Mrfresh HK Company shall engage in any business or operations without the consent of the Requisite Preferred Directors.

  • The Group Companies agree to implement and maintain an adequate anti-corruption compliance program which is to the satisfaction of the Requisite Preferred Directors (including directors appointed by GS and Xiamen Investor).

  • The Company agrees to hold meetings of its Board of Directors at least on a quarterly basis or as agreed by the directors, including the Requisite Preferred Directors.

  • The Company shall institute and keep in place such arrangements as are reasonably satisfactory to the Requisite Preferred Directors such that the Company (i) will at all times control the operations of each other Group Company, and (ii) will at all times be permitted to properly consolidate the financial results for each other Group Company in the consolidated financial statements for the Company prepared under the Accounting Standards.

  • In lieu of any fractional shares to which the holder would otherwise be entitled, the Corporation shall pay cash equal to such fraction multiplied by the fair market value of a share of Common Stock as determined in good faith by the Board, including the Requisite Preferred Directors.

  • The Board of Directors may also, with prior consent of the Requisite Preferred Directors, delegate to any managing Director or any Director holding any other executive office such of their powers as they consider desirable to be exercised by such Person provided that the appointment of a managing Director shall be revoked forthwith if he or she ceases to be a Director.


More Definitions of Requisite Preferred Directors

Requisite Preferred Directors shall have the meaning set forth in Article V, Section 1(l) of the Charter.
Requisite Preferred Directors means (i) all of the Preferred Directors at such times as there are four (4) or fewer Preferred Directors sitting on the Board of Directors, (ii) four (4) of the Preferred Directors at such times as there are five (5) Preferred Directors sitting on the Board of Directors, and (iii) a majority of the Preferred Directors at such times as there are six (6) or more Preferred Directors. The term “Preferred Directors” shall have the meaning ascribed thereto in that certain Fourth Amended and Restated Voting Agreement by and among the Corporation and certain of its stockholders, as it may hereafter be amended) (a “Qualified IPO”); or
Requisite Preferred Directors means a majority of the Preferred Directors.
Requisite Preferred Directors means any four (4) of the Investor Directors.
Requisite Preferred Directors means at least two Preferred Directors during the Board Expansion Period and a majority of Preferred Directors at all other times.

Related to Requisite Preferred Directors

  • Preferred Directors means the Series A Directors and the Series B Directors.

  • 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.

  • 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.

  • 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.

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

  • 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.

  • 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.

  • Continuing Directors means, as of any date of determination, any member of the Board of Directors who (i) was a member of such Board of Directors on the date of the Agreement 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 of Directors at the time of such nomination or election.

  • 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:

  • Voting Preferred Stock means, with regard to any election or removal of a Preferred Stock Director (as defined in Section 8(b) below) or any other matter as to which the holders of Series E are entitled to vote as specified in Section 8 of this Certificate of Designations, any and all series of Preferred Stock (other than Series E) that rank equally with Series E either as to the payment of dividends or as to the distribution of assets upon liquidation, dissolution or winding up of the Corporation and upon which like voting rights have been conferred and are exercisable with respect to such matter.

  • Safe Preferred Stock means the shares of the series of Preferred Stock issued to the Investor in an Equity Financing, having the identical rights, privileges, preferences and restrictions as the shares of Standard Preferred Stock, other than with respect to: (i) the per share liquidation preference and the initial conversion price for purposes of price-based anti-dilution protection, which will equal the Conversion Price; and (ii) the basis for any dividend rights, which will be based on the Conversion Price.

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

  • Whole Board means the total number of authorized directors whether or not there exist any vacancies or unfilled seats in previously authorized directorships.

  • 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.

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

  • Non-interested director means a director who is not an “interested director” of a fund and who is not employed by, or has a material business or professional relationship with, the fund or the fund’s investment adviser or underwriter. See Section 2(a)(19) of the Investment Company Act of 1940 for more information.

  • 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;

  • 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.

  • CPF Board means the Central Provident Fund Board, a body corporate established under the Central Provident Fund Act (Cap. 36);

  • Investor Directors has the meaning set forth in Section 2(a).

  • Qualified Preferred Stock means any preferred capital stock of Holdings or the Lead Borrower so long as the terms of any such preferred capital stock (x) do not contain any mandatory put, redemption, repayment, sinking fund or other similar provision prior to the 91st day after the Latest Maturity Date at as of the date such Qualified Preferred Stock was issued other than (i) provisions requiring payment solely (or with provisions permitting Holdings or the Lead Borrower, as applicable, to opt to make payment solely) in the form of common Equity Interests or Qualified Preferred Stock of Holdings or the Lead Borrower, as applicable, or any Equity Interests of any direct or indirect Parent Company of Holdings or the Lead Borrower, as applicable, (ii) provisions requiring payment solely as a result of a change of control or asset sale, so long as any rights of the holders thereof upon the occurrence of a change of control or asset sale are subject to the payment in full of all Obligations in cash (other than unasserted contingent indemnification obligations) or such payment is otherwise permitted by this Agreement (including as a result of a waiver or amendment hereunder) and (iii) with respect to preferred capital stock issued to any plan for the benefit of employees of Holdings or the Lead Borrower, as applicable, or its Subsidiaries or by any such plan to such employees, provisions requiring the repurchase thereof in order to satisfy applicable statutory or regulatory obligations and (y) give Holdings or the Lead Borrower the option to elect to pay such dividends or distributions on a non-cash basis or otherwise do not require the cash payment of dividends or distributions at any time that such cash payment is not permitted under this Agreement or would result in a Default or Event of Default hereunder.

  • Series H Preferred Stock means the Corporation's Series H Convertible Preferred Stock, par value $0.004 per share.

  • Existing Preferred Stock means, collectively, the outstanding shares of the Series E 6% Convertible Preferred Stock of the Corporation.

  • Qualifying Preferred Stock means non-cumulative perpetual preferred stock of the Corporation that (a) ranks pari passu with or junior to all other preferred stock of the Corporation, and (b) either (x) is subject to a Qualifying Replacement Capital Covenant or (y) is subject to Intent-Based Replacement Disclosure and has a provision that prohibits the Corporation from paying any dividends thereon upon its failure to satisfy one or more financial tests set forth therein, and (c) as to which the transaction documents provide for no remedies as a consequence of non-payment of dividends other than Permitted Remedies.