Shareholder Derivative Demand definition

Shareholder Derivative Demand means a written request by one or more shareholders of the Company, in their capacity as such, upon the board of directors of the Company (or an equivalent managing body) to investigate or evaluate any fact, circumstance or situation that may reasonably be expected to give rise to a Claim being made against an Insured Person. A Shareholder Derivative Demand shall be deemed to have been first made at the time an Insured receives such written request by a shareholder(s).
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Shareholder Derivative Demand means a written request by one or more shareholders of the Insured Organization, in their capacity as such, upon the board of directors of the Insured Organization to bring a civil proceeding against any of the Insured Persons for an actual or alleged Wrongful Act.
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Shareholder Derivative Demand means a written demand by one or more owners of Securities upon the board of directors of the Company to bring a civil proceeding in a court of law against any of the Directors and Officers for a Wrongful Act.
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Examples of Shareholder Derivative Demand in a sentence

  • It shall be the duty of the Insureds and not the duty of the Underwriters to defend Claims, Investigations or Inquiries, including the investigation, review and evaluation of any Shareholder Derivative Demand.

  • Insuring Clause4 states: The [insurer] shall pay on behalf of [MBIA] all Investigation Costs which [MBIA] becomes legally obligated to pay on account of any Shareholder Derivative Demand first made during the Policy Period.

  • Derivative Demand Evaluation Costs means reasonable costs, charges, fees (including but not limited to attorney’s fees and experts’ fees) and expenses (other than regular or overtime wages, salaries, fees or benefits of any Insured Person) incurred by the Fund Entity (including its board of directors or any committee of the board of directors) in the investigation or evaluation of any Shareholder Derivative Demand.

  • The professional surveying service being requested is to establish minimum requirements to govern the performance of surveying and other survey related services.

  • A Shareholder Derivative Demand shall be deemed commenced by the receipt by the Company’s board of directors or Managers of such demand.Wrongful Act means:1.

  • The Insurer will pay on behalf of the Company, Investigation Expense for any Shareholder Derivative Demand first made during the Policy Period or Extended Reporting Period (if exercised) against the Company for any Wrongful Act.

  • Proposal packages will be opened by Randall Stapp and the names of all Firms who submitted Proposals will be released upon request.

  • The Insurer shall pay on behalf of the Insured Organization, Derivative Demand Investigation Costs on account of a Shareholder Derivative Demand, first made during the Policy Period or the Extended Reporting Period (if applicable) and reported to the Insurer pursuant to the terms of this Policy.

  • Introduction 1.1 Section 5(2) of the Money Bills Amendment Procedure and Related Matters Act 9 of 2009 requires the National Assembly, through its committees, to submit budgetary review and recommendation reports (BRRR) on the performance of national departments accountable to Parliament.

  • Subsection 11, Defense and Settlement, is amended for purposes of coverage under Insuring Clause 4 by deleting the first paragraph in its entirety and inserting the following: Subject to this subsection, it shall be the duty of the Insured Organization and not the duty of the Company to investigate and evaluate any Shareholder Derivative Demand.


More Definitions of Shareholder Derivative Demand

Shareholder Derivative Demand means a written demand on the Insured Organisation's board of directors (or equivalent management body) by one or more shareholders of the Insured Organisation to bring a civil proceeding against any Insured Person for a Wrongful Act.
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Shareholder Derivative Demand means a written demand brought by one or more shareholders of the "organization" in their capacity(ies) as such upon the board of directors or equivalent management body of the "organization" to bring a civil proceeding in a court of law on behalf of, or in the name or right of, the "organization" against any "insured person" for a "wrongful act" committed by such "insured person", but only if such demand is asserted without the solicitation, assistance or participation of any "executive" or functional equivalent thereof.
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Shareholder Derivative Demand means any written demand on behalf of the Organization brought and maintained by any shareholder of the Organization and made upon the board of directors or board of managers of the Organization, or any functional equivalent board, to bring a civil proceeding in a court of law against any Insured Person for a Wrongful Act committed by an Insured Person.
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Shareholder Derivative Demand means a written demand by one or more security holders of an Insured Entity upon the board of directors of an Insured Entity to bring a civil proceeding in a court of law against any Insured Person for a Wrongful Act.
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Shareholder Derivative Demand means any written demand, first made during the Policy Period, or during the Discovery Period (if purchased), by one or more shareholders of the Entity, upon the board of directors of the Entity, to bring a civil proceeding on behalf of the Entity in a court of law against any Insured Person for a Wrongful Act.
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Related to Shareholder Derivative Demand

  • Stockholder Associated Person of any stockholder means (A) any person controlling, directly or indirectly, or acting in concert with, such stockholder, (B) any beneficial owner of shares of stock of the Corporation owned of record or beneficially by such stockholder or (C) any person directly or indirectly controlling, controlled by or under common control with such Stockholder Associated Person.

  • Derivative Transaction means any agreement, arrangement, interest or understanding entered into by, or on behalf or for the benefit of, any Proposing Shareholder or any of its affiliates or associates, whether of record or beneficial: (1) the value of which is derived in whole or in part from the value of any class or series of shares or other securities of the Company, (2) which otherwise provides any direct or indirect opportunity to gain or share in any gain derived from a change in the value of securities of the Company, (3) the effect or intent of which is to mitigate loss, manage risk or benefit of security value or price changes, or (4) which provides the right to vote or increase or decrease the voting power of, such Proposing Shareholder, or any of its affiliates or associates, with respect to any shares or other securities of the Company, which agreement, arrangement, interest or understanding may include, without limitation, any option, warrant, debt position, note, bond, convertible security, swap, stock appreciation right, short position, profit interest, hedge, right to dividends, voting agreement, performance-related fee or arrangement to borrow or lend shares (whether or not subject to payment, settlement, exercise or conversion in any such class or series), and any proportionate interest of such Proposing Shareholder in the securities of the Company held by any general or limited partnership, or any limited liability company, of which such Proposing Shareholder is, directly or indirectly, a general partner or managing member.

  • Controlling shareholding means not less than 51% of the voting rights or paid up share capital in the Company/Consortium.