Common use of Nomination Procedures Clause in Contracts

Nomination Procedures. Subject only to the Act, applicable securities laws and stock exchange rules and the articles, only persons who are nominated in accordance with the procedures set out in this Article 10 shall be eligible for election as directors of the Corporation. Nominations of persons for election to the Board may be made at any annual meeting of shareholders, or at a special meeting of shareholders if the election of directors is a matter specified in the notice of meeting: (1) by or at the direction of the Board, including pursuant to a notice of meeting; (2) by or at the direction or request of one or more shareholders pursuant to a proposal made in accordance with the provisions of the Act, or a requisition of a meeting of shareholders by one or more shareholders made in accordance with the provisions of the Act; or (3) by any person (a “Nominating Shareholder”) who: (a) at the close of business on the date of the giving of the notice provided for below in this Article 10 and on the record date for notice of such meeting, is entered in the securities register of the Corporation as a holder of one or more shares carrying the right to vote at such meeting or who beneficially owns shares that are entitled to be voted at such meeting and provides evidence of such beneficial ownership to the Corporation; and (b) complies with the notice procedures set forth below in this Article 10.

Appears in 2 contracts

Sources: Business Combination Agreement (Lion Electric Co), Business Combination Agreement (Northern Genesis Acquisition Corp.)

Nomination Procedures. Subject only to the Business Corporations Act, applicable securities laws Applicable Securities Law and stock exchange rules and the articlesthese Articles, only persons who are nominated in accordance with the following procedures set out in this Article 10 shall be eligible for election as directors of the CorporationCompany. Nominations of persons for election to the Board board may be made at any annual meeting of shareholders, or at a any special meeting of shareholders if the election of directors is a matter specified in the notice of meeting:, (1i) by or at the direction of the Boardboard, including pursuant to a notice of meeting; (2ii) by or at the direction or request of one or more shareholders pursuant to a proposal made in accordance with the provisions of the Business Corporations Act, or a requisition of a meeting of shareholders by one or more the shareholders made in accordance with the provisions of the Business Corporations Act; or (3iii) by any person (a “Nominating Shareholder”) who: who (aA) at the close of business on the date of the giving of the notice provided for below in this Article 10 10.11 and on the record date for notice of such meeting, is entered in the securities register of the Corporation as a holder of one or more shares carrying the right to vote at such meeting meeting, or who beneficially owns shares that are entitled to be voted at such meeting and provides evidence of such beneficial ownership to the Corporation; and Company, and (bB) complies with the has given timely notice procedures in proper written form as set forth below in this Article 1010.11.

Appears in 1 contract

Sources: Business Combination Agreement (Forbion European Acquisition Corp.)