Elected Directors Sample Clauses

The 'Elected Directors' clause defines the process and criteria for selecting individuals to serve as directors on a company's board through an election by shareholders or members. Typically, this clause outlines eligibility requirements, the nomination process, voting procedures, and the term length for elected directors. For example, it may specify that directors are chosen at annual meetings by a majority vote and serve for a fixed term, such as three years. The core function of this clause is to ensure a transparent and democratic method for appointing board members, thereby promoting accountability and representation within the organization's governance structure.
Elected Directors. Except for ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ and ▇▇▇▇ ▇▇▇▇, each of the Directors will be subject to election by Shareholders in accordance with the requirements of the Company’s articles of incorporation, the Company’s bylaws and the Washington Business Corporations Act. The Board may remove any Director from the Board for Cause.
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Elected Directors. During the term of the Affiliation Agreement made by and between the Company and Nodak Mutual Insurance Company, effective on or about April 1, 2011, the policyholders of the Company may nominate and elect one-third (⅓) of the members of the Board of Directors (the “Elected Directors”). Prior to the effective date of the Affiliation Agreement described above, the Board of Directors of the Company shall designate the Elected Directors from the current Board of Directors who shall serve the remainder of their respective three (3) year terms remaining on April 1, 2011. Elected Directors shall each serve for a three (3) year term, and as nearly as may be, one-third (⅓) shall be elected annually. Any vacancy in the seat of one or more Elected Directors due to termination, resignation, death, disability or removal from office shall be filled by appointment of an interim Elected Director to serve until the next Annual Meeting of the policyholders, at which time an Elected Director will be elected by the policyholders to serve the remainder of the term of the vacant seat. Vacancy appointments of the Elected Directors shall be made by the remaining Elected Directors then serving on the Board of Directors. In the event all seats of the Elected Directors should become vacant at any one time, the Company will cause a Special Meeting of the policyholders to be called for the purpose of filling the vacancies.
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Elected Directors. Four (4) of the Directors of the Corporation shall be elected by the existing Board (each, an “Elected Director” and collectively, the “Elected Directors”). Candidates to fill vacancies among the Elected Directors may be nominated by any Director or, if the Board has designated a committee to identify, consider and nominate persons to fill vacancies of the Board, by such committee. Each Director may cast one vote with respect to one position or vacancy.
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Elected Directors. At the first GM held in terms of Articles 18.2.2 and 18.4, the Ordinary Members shall elect up to three Elected Directors, in respect of which the following shall apply:
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Related to Elected Directors

  • Disinterested Directors AVIF agrees that its Board of Directors shall at all times consist of directors a majority of whom (the "Disinterested Directors") are not interested persons of AVIF within the meaning of Section 2(a)(19) of the 1940 Act and the rules thereunder and as modified by any applicable orders of the SEC, except that if this condition is not met by reason of the death, disqualification, or bona fide resignation of any director, then the operation of this condition shall be suspended (a) for a period of forty-five (45) days if the vacancy or vacancies may be filled by the Board;(b) for a period of sixty (60) days if a vote of shareholders is required to fill the vacancy or vacancies; or (c) for such longer period as the SEC may prescribe by order upon application.

  • Preferred Stock Directors Whenever, at any time or times, dividends payable on the shares of Designated Preferred Stock have not been paid for an aggregate of six quarterly Dividend Periods or more, whether or not consecutive, the authorized number of directors of the Issuer shall automatically be increased by two and the holders of the Designated Preferred Stock shall have the right, with holders of shares of any one or more other classes or series of Voting Parity Stock outstanding at the time, voting together as a class, to elect two directors (hereinafter the “Preferred Directors” and each a “Preferred Director”) to fill such newly created directorships at the Issuer’s next annual meeting of stockholders (or at a special meeting called for that purpose prior to such next annual meeting) and at each subsequent annual meeting of stockholders until all accrued and unpaid dividends for all past Dividend Periods, including the latest completed Dividend Period (including, if applicable as provided in Section 3(a) above, dividends on such amount), on all outstanding shares of Designated Preferred Stock have been declared and paid in full at which time such right shall terminate with respect to the Designated Preferred Stock, except as herein or by law expressly provided, subject to revesting in the event of each and every subsequent default of the character above mentioned; provided that it shall be a qualification for election for any Preferred Director that the election of such Preferred Director shall not cause the Issuer to violate any corporate governance requirements of any securities exchange or other trading facility on which securities of the Issuer may then be listed or traded that listed or traded companies must have a majority of independent directors. Upon any termination of the right of the holders of shares of Designated Preferred Stock and Voting Parity Stock as a class to vote for directors as provided above, the Preferred Directors shall cease to be qualified as directors, the term of office of all Preferred Directors then in office shall terminate immediately and the authorized number of directors shall be reduced by the number of Preferred Directors elected pursuant hereto. Any Preferred Director may be removed at any time, with or without cause, and any vacancy created thereby may be filled, only by the affirmative vote of the holders a majority of the shares of Designated Preferred Stock at the time outstanding voting separately as a class together with the holders of shares of Voting Parity Stock, to the extent the voting rights of such holders described above are then exercisable. If the office of any Preferred Director becomes vacant for any reason other than removal from office as aforesaid, the remaining Preferred Director may choose a successor who shall hold office for the unexpired term in respect of which such vacancy occurred.

  • Independent Directors As long as any Trust Obligation is outstanding, the Member shall cause the Company at all times to have at least two Independent Directors who will be appointed by the Member. To the fullest extent permitted by law, including Section 18-1101(c) of the Act, the Independent Directors shall consider only the interests of the Company, including its respective creditors, in acting or otherwise voting on the matters referred to in Section 9(j)(iii). No resignation or removal of an Independent Director, and no appointment of a successor Independent Director, shall be effective until such successor (i) shall have accepted his or her appointment as an Independent Director by a written instrument, which may be a counterpart signature page to the Management Agreement, and (ii) shall have executed a counterpart to this Agreement as required by Section 5(c). In the event of a vacancy in the position of Independent Director, the Member shall, as soon as practicable, appoint a successor Independent Director. All right, power and authority of the Independent Directors shall be limited to the extent necessary to exercise those rights and perform those duties specifically set forth in this Agreement. Except as provided in the second sentence of this Section 10, in exercising their rights and performing their duties under this Agreement, any Independent Director shall have a fiduciary duty of loyalty and care similar to that of a director of a business corporation organized under the General Corporation Law of the State of Delaware. No Independent Director shall at any time serve as trustee in Bankruptcy for any Affiliate of the Company.

  • No Liability for Election of Recommended Directors No Stockholder, nor any Affiliate of any Stockholder, shall have any liability as a result of designating a person for election as a director for any act or omission by such designated person in his or her capacity as a director of the Company, nor shall any Stockholder have any liability as a result of voting for any such designee in accordance with the provisions of this Agreement.

  • Continuing Directors The Continuing Directors are the individuals constituting the Board as of the date this Agreement was executed by Kaydon and any subsequent directors whose election or nomination for election by Kaydon’s stockholders was approved by a vote of two-thirds of the individuals who are then Continuing Directors, but specifically excluding any individual whose initial assumption of office occurs as a result of either an actual or threatened election contest (as the term is used in Rule 14a-11 of Regulation 14A issued under the Act) or other actual or threatened solicitation of proxies or consents by or on behalf of a Person other than the Board.