Appointment as Proxy Voting Agent Clause Samples

The 'Appointment as Proxy Voting Agent' clause designates a specific individual or entity to act on behalf of another party in voting matters, typically at shareholder or member meetings. This clause authorizes the appointed agent to cast votes, make decisions, and represent the interests of the principal in accordance with their instructions or best judgment. By formalizing this appointment, the clause ensures that the principal's voting rights are exercised even if they cannot attend meetings personally, thereby maintaining their influence and participation in important decisions.
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Appointment as Proxy Voting Agent. Subject to and in accordance with the provisions hereof, the Trustees hereby appoint Subadviser as the Fund’s proxy voting agent, and hereby delegate to Subadviser discretionary authority to vote all proxies solicited by or with respect to issuers of securities in which the assets of the Fund may be invested from time to time. Subadviser may act as the Fund’s proxy voting agent directly or Subadviser may (in whole or in part) employ a third-party to vote proxies on behalf of the Fund, provided, however, that in either case, Subadviser shall be responsible for voting all proxies on behalf of the Fund. Upon sixty (60) days written notice to Subadviser, the Trustees may at any time withdraw the authority granted to Subadviser pursuant to this Section 1.3 to perform any or all of the proxy voting services contemplated hereby.
Appointment as Proxy Voting Agent. Subject to and in accordance with the provisions hereof, the Trustees hereby appoint Sub-adviser as the Portfolio’s proxy voting agent, and hereby delegate to Sub-adviser discretionary authority to vote all proxies solicited by or with respect to issuers of securities in which the assets of the Portfolio may be invested from time to time. Sub-adviser may act as the Portfolio’s proxy voting agent directly or Sub-adviser may (in whole or in part) employ a third-party to vote proxies on behalf of the Portfolio, provided, however, that in either case, Sub-adviser shall be responsible for voting all proxies on behalf of the Portfolio. Upon sixty (60) days written notice to Sub-adviser, the Trustees may at any time withdraw the authority granted to Sub-adviser pursuant to this Section 1.3 to perform any or all of the proxy voting services contemplated hereby.
Appointment as Proxy Voting Agent. Subject to and in accordance with the provisions hereof, the Trustees hereby appoint Subadviser as the Portfolio's proxy voting agent, and hereby delegate to Subadviser discretionary authority to vote all proxies solicited by or with respect to issuers of securities in which the assets of the Portfolio may be invested from time to time. Upon written notice to Subadviser, the Trustees may at any time withdraw the authority granted to Subadviser pursuant to this Section 1.3 to perform any or all of the proxy voting services contemplated hereby.
Appointment as Proxy Voting Agent. Subject to and in accordance with the provisions hereof, the Trustees hereby appoint Subadviser as the Sub-Portfolio's proxy voting agent, and hereby delegate to Subadviser discretionary authority to vote all proxies solicited by or with respect to issuers of securities in which the assets of the Sub-Portfolio may be invested from time to time. Subadviser may act as the Sub-Portfolio's proxy voting agent directly or Subadviser may (in whole or in part) employ a third-party to vote proxies on behalf of the Sub-Portfolio, provided, however, that in either case, Subadviser shall be responsible for voting all proxies on behalf of the Sub-Portfolio. Upon sixty (60) days written notice to Subadviser, the Trustees may at any time withdraw the authority granted to Subadviser pursuant to this Section 1.3 to perform any or all of the proxy voting services contemplated hereby.
Appointment as Proxy Voting Agent. Subject to and in accordance with the provisions hereof, the Trustees may at any time choose to appoint Subadviser as the Portfolios' proxy voting agent; at such time the Trustees shall delegate to Subadviser discretionary authority to vote all proxies solicited by or with respect to issuers of securities in which the assets of the Portfolios may be invested from time to time, provided that Subadviser reports to the Trustees or Manager such information about proxies voted as may be required by applicable law or regulation or as Trustees or Manager shall reasonably request. Upon written notice to Subadviser, the Trustees may at any time withdraw the authority granted to Subadviser pursuant to this Section 1.3 to perform any or all of the proxy voting services contemplated hereby.
Appointment as Proxy Voting Agent. Subject to and in accordance with the provisions hereof, the Trustees hereby appoint Subadviser as the Portfolios' proxy voting agent, and hereby delegate to Subadviser discretionary authority to vote all proxies solicited by or with respect to issuers of securities in which the assets of the Portfolios may be invested from time to time; provided that, Subadviser will report to Manager after voting any proxy contrary to the recommendation of a company's governing board or management. Upon written notice to Subadviser, the Trustees may at any time withdraw the authority granted to Subadviser pursuant to this Section 1.3 to perform any or all of the proxy voting services contemplated hereby.
Appointment as Proxy Voting Agent. Subject to and in accordance with the provisions hereof, the Board and Adviser hereby appoint Sub-adviser as the Fund’s proxy voting agent in respect of the securities held from time to time in the Allocated Portion, and hereby delegate to Sub-adviser discretionary authority to vote all proxies solicited by or with respect to issuers of securities held in the Allocated Portion from time to time substantially in accordance with the proxy voting policies and procedures of Sub-adviser as provided to the Fund and Adviser from time to time. Sub-adviser may act as the Fund’s proxy voting agent (with respect to the Allocated Portion) directly or Sub-adviser may, in whole or in part, employ a third-party to vote proxies on behalf of the Fund; provided, however, that in either case, Sub-adviser shall be responsible for voting all proxies on behalf of the Fund in respect of securities held in the Allocated Portion. Upon written notice to Sub-adviser, either the Fund or Adviser may at any time withdraw the authority granted to Sub-adviser pursuant to this Section 1.3 to perform any or all of the proxy voting services contemplated hereby. Upon reasonable request, Sub-adviser will make itself available to review its proxy voting activities with the Board and Adviser.

Related to Appointment as Proxy Voting Agent

  • Appointment of Directors The Company hereby covenants and agrees to take such action, promptly following the Closing Date, as is necessary to (i) increase the number of positions on the Board of Directors to seven and (ii) cause an individual designated by Caduceus (any such individual a “Purchaser Designee”) to be appointed to the Board of Directors until the next annual general meeting of the Company. The initial Purchaser Designee shall be ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, M.D. The Company further covenants and agrees to take such action as is necessary to present another Purchaser Designee, being ▇▇▇▇▇▇▇▇ ▇▇▇▇, for election to the Board of Directors of the Company at the Shareholders’ Meeting, and to recommend in the management information circular to be distributed in connection with the Shareholders’ Meeting that shareholders vote in favor of ▇▇. ▇▇▇▇’▇ election. The Company further covenants and agrees that, provided the OrbiMed Purchasers and their Affiliates hold not less than 5,800,000 Shares, it shall include the two Purchaser Designees on management’s slate of nominees for election to the Board of Directors of the Company at the next ensuing, and each subsequent, annual general meeting of the Company; provided, however, that any vacancies created by the death, resignation or removal of either or both of the Purchaser Designees shall be promptly filled by the Board of Directors upon receipt of instructions from Caduceus (the “Replacement Designees” and together with the Purchaser Designees, the “OrbiMed Designees”). Such Replacement Designees shall serve until the Company’s next ensuing annual general meeting and, at such meeting and each subsequent, annual general meeting of the Company, shall be included on management’s slate of nominees for election to the Board of Directors. The parties agree that the Company’s obligations in connection with this Section 4.12 are subject to each OrbiMed Designee meeting the qualification requirements of the Business Corporations Act (British Columbia), and of the Toronto Stock Exchange and delivering to the Company all documents required pursuant thereto, including a personal information form.