Disqualifying Relationship definition

Disqualifying Relationship between a Director and Parent means any of the following relationships: (i) such Director is, or during any of the past three fiscal years of Parent was, employed by Parent or by any parent or subsidiary of Parent; (ii) such Director has accepted or has a Family Member who has accepted any payments from Parent or any parent or subsidiary of Parent in excess of $60,000 during the current fiscal year or any of the past three fiscal years of Parent, other than compensation for board service, payments arising solely from investments in Parent's securities, compensation paid to a Family Member who is an employee of Parent or a parent or subsidiary of Parent (but not if such person is an executive officer of Parent or any parent or subsidiary of Parent), benefits under a tax-qualified retirement plan, or non-discretionary compensation; (iii) such Director is a Family Member of an individual who is, or during any of the past three fiscal years of Parent was, employed by Parent or by any parent or subsidiary of Parent as an executive officer; (iv) such Director is a partner in, or a controlling shareholder or an executive officer of, any organization to which Parent made, or from which Parent received, payments (other than those arising solely from investments in Parent's securities) that exceed 5% of the recipient's consolidated gross revenues for that year, or $200,000, whichever is more, in the current fiscal year or any of the past three fiscal years of Parent; (v) such Director is employed as an executive officer of another entity where any of the executive officers of Parent serve on the compensation committee of such other entity, or if such relationship existed during any of the past three fiscal years of Parent; or (vi) such Director is or was a partner or employee of Parent's outside auditor, and worked on Parent's audit, during any of the past three fiscal years of Parent. For purposes of this definition, each three year "look back" period referenced above shall instead be the period since the Effective Time, and "subsidiary" shall include BTI and any subsidiary of BTI. For the avoidance of doubt, ownership of any class of capital stock of Parent alone shall not constitute a Disqualifying Relationship.
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Disqualifying Relationship means the position of officer, director, employee or volunteer, regardless of whether the position is compensated.
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Disqualifying Relationship means any direct or indirect interest, position, association or relationship that might influence, or could reasonably be perceived to influence, in a material way, the Director’s capacity to bring an independent view to decisions in relation to the Issuer and to act in the best interests of the Issuer and to represent the interests of Financial Product holders generally (see the factors described in the NZX Corporate Governance Code that may impact director independence).”We support the intention of the definition of disqualifying relationship. However, the effectiveness of the test relies on the Board respecting the test regarding relationships that “could reasonably be perceived to influence”, and understanding more broadly that being a non-independent director is not a judgement on that director’s professionalism.In this respect, we believe both Boards and investors need clear guidance on minimum criteria for independence (also see further below).
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Examples of Disqualifying Relationship in a sentence

  • In considering whether a Director has a Disqualifying Relationship the Issuer shall consider all the circumstances including the history of the relationship between the Issuer and the Director and/or any plans the Issuer may have concerning the relationship with the Director on an ongoing basis.

  • Disqualifying Relationship - means the position of officer, director, employee or volunteer, regardless of whether the position is compensated.

  • In making this assessment, the Board must consider whether each director has a Disqualifying Relationship as defined in the NZX Rules, having regard to the factors described in the NZX Corporate Governance Code.

  • An independent director is a director who is not an employee of Tower and who has no Disqualifying Relationship.

  • An “Independent Director” is defined in the NZX Listing Rules as a Director who is not an Employee of the Issuer (other than in his/her capacity as Director of the Issuer) and who has no Disqualifying Relationship with the Issuer.

  • LCA believes that clarification should not be achieved through a new footnote 3 as proposed in the Exposure Draft but through an amendment to the definition of "Disqualifying Relationship" itself.

  • First, although related, our training target differs from those used in these studies.

  • The Roadway Designer is re- sponsible for developing the design in the proposed design basemap CAD file.

  • By virtue of the Mirror Board Structure, as well as the fact that both Stride and SIML will be parties to a stapling deed, the Directors would likely have a Disqualifying Relationship, for the purposes of each individual Issuer.

  • The Tribunal also notes that both limbs of the definition of Independent Director must be satisfied – no Disqualifying Relationship and not an Employee.


More Definitions of Disqualifying Relationship

Disqualifying Relationship means any direct or indirect interest or relationship that could reasonably influence, in a material way, the director’s decisions in relation to Fliway. A director will be deemed to have a ‘disqualifying relationship’ in the following circumstances:
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Disqualifying Relationship means any direct or indirect interest or relationship that could reasonably influence, in a material way, the Director’s decisions in relation to the Company. Without limiting the definition, a Director shall be deemed to have a Disqualifying Relationship in the following circumstances:
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Disqualifying Relationship means any direct or indirect interest, position, association or relationship that could reasonably influence, or could reasonably be perceived to influence, in a material way, the director’s capacity to:
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Disqualifying Relationship means formal affiliation as an Officer, Director, employee or standing committee member with a nonprofit or for-profit organization or an immediate family connection by blood, marriage or significant long term relationship with a person affiliated with such an organization, who may personally benefit from approval of a financial transaction with the NHVA.
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Related to Disqualifying Relationship

  • Dating relationship means frequent, intimate associations primarily characterized by the expectation of affectional involvement. Dating relationship does not include a casual relationship or an ordinary fraternization between 2 individuals in a business or social context.

  • Significant relationship means a situation in which the actor is: (1) the complainant's parent, stepparent, or guardian; (2) any of the following persons related to the complainant by blood, marriage, or adoption: brother, sister, stepbrother, stepsister, first cousin, aunt, uncle, nephew, niece, grandparent,great-grandparent, great-uncle, great-aunt; or (3) an adult who jointly resides intermittently or regularly in the same dwelling as the complainant and who is not the complainant's spouse. Minn. Stat. § 609.341(15).At what age is a person able to consent?18 years old. Idaho Statutes §§ 18-6101. At what age is a person able to consent?17 years old. 720 ILCS 5/11-1.60. However, if the actor is 17 years of age or older and holds a position of trust, authority, or supervision in relation to the victim, then the age of consent is 18 years old. At what age is a person able to consent?16 years old. IC §§ 35-42-4-9. At what age is a person able to consent?16 years old. I.C.A. § 709.4. At what age is a person able to consent?16 years old. K.S.A. 21-5506; 5507*.*Note: KSA 21-5507 was held to violate the equal protection provisions of the Fourteenth Amendment to the United States Constitution and§ 1 of the Kansas Constitution Bill of Rights to the extent that it results in a punishment for unlawful voluntary sexual conduct between members of the opposite sex that is less harsh than the punishment for the same conduct between members of the same sex. The court struck the phrase “and are members of the opposite sex” from the statute. State v. Limon, 280 Kan. 275, 276, 122 P.3d 22, 24 (2005). Proposed legislation would remedy this. See 2019 KS H.B. 2270 (NS). At what age is a person able to consent?18 years old.A person is deemed incapable of consent when he or she is: less than sixteen (16) years old; orsixteen (16) or seventeen (17) years old and the actor at least ten (10) years older than victim at the time of the sexual act.KRS § 510.020. At what age is a person able to consent?16 years old. Connecticut General Statutes Annotated §§ 53a-71. At what age is a person able to consent?16 years old, if the defendant is more than 4 years older, otherwise 18 years old. 11 Delaware Code §§ 761; 762; 765; 770; 771; 778.If the victim is at least 12 years old and the defendant is no more than 4 years older than the victim, it is an affirmative defense if the victim consented to the act “knowingly”. At what age is a person able to consent?16 years old. D.C. Code § 22-3001(3). At what age is a person able to consent?18 years old. Florida Statutes §§ 794.011; 794.05. At what age is a person able to consent?16 years old. Georgia Code § 16-6-3(a).

  • Disqualifying Event has the meaning specified in the definition of “Eligible Currency”.

  • Degree of relationship means the number of steps between two persons

  • Solicitation of a romantic relationship means deliberate or repeated acts that can be reasonably interpreted as the solicitation by an educator of a relationship with a student that is romantic in nature. A romantic relationship is often characterized by a strong emotional or sexual attachment and/or patterns of exclusivity, but does not include appropriate educator-student relationships that arise out of legitimate contexts such as familial connections or longtime acquaintance. The following acts, considered in context, may constitute prima facie evidence of the solicitation by an educator of a romantic relationship with a student:

  • Familial relationship means a person who is a spouse, domestic partner or civil union partner of a County employee or State, County or municipal official, or any person who is related to such an employee or official, whether by blood, marriage or adoption, as a: ParentChild Brother Sister Aunt UncleNiece NephewGrandparentGrandchild Father-in-law Mother-in-law Son-in-lawDaughter-in-lawBrother-in-law Sister-in-lawStepfatherStepmother StepsonStepdaughter Stepbrother Stepsister Half-brotherHalf-sister COOK COUNTY BOARD OF ETHICS FAMILIAL RELATIONSHIP DISCLOSURE FORM

  • Service Relationship means any relationship as a full-time employee, part-time employee, director or other key person (including Consultants) of the Company or any Subsidiary or any successor entity (e.g., a Service Relationship shall be deemed to continue without interruption in the event an individual’s status changes from full-time employee to part-time employee or Consultant).

  • Family relationship means a relationship between a person and another person within the third degree by consanguinity or the second degree by affinity, as those terms are defined by Subchapter B, Chapter 573, Texas Government Code.

  • Disqualifying offense means a conviction directly related to the duties and responsibilities of the profession. A conviction is directly related to the duties and responsibilities of the profession if either

  • Established business relationship means a relationship between a seller and a consumer based on:

  • Personal relationship means an ongoing romantic or intimate personal relationship that can include, but is not limited to, dating, living together or being a partner or significant other. This definition applies regardless of gender, gender identification, or sexual orientation of the individuals in the relationship. This restriction does not extend to friends, acquaintances or former colleagues who are not otherwise encompassed in the scope of “personal relationships.”

  • Business relationship means a connection between two or more parties based on commercial activity of one of the parties. The term does not include a connection based on: (A) a transaction that is subject to rate or fee regulation by a federal, state, or local governmental entity or an agency of a federal, state, or local governmental entity; (B) a transaction conducted at a price and subject to terms available to the public; or (C) a purchase or lease of goods or services from a person that is chartered by a state or federal agency and that is subject to regular examination by, and reporting to, that agency. Texas Local Government Code 176.001(3).

  • Affiliated business entity relationship means a relationship, other than a parent- subsidiary relationship, that exists when

  • Change in Control of the Company means the occurrence of any of the following events:

  • material relationship means one actually known of a personal, familial or business nature between the Broker and affiliated licensees and a client which would impair their ability to exercise fair judgment relative to another client.

  • Customer relationship means a continuing relationship between a consumer and a licensee under which the licensee provides one or more insurance products or services to the consumer that are to be used primarily for personal, family or household purposes.

  • Direct relationship means that the nature of criminal conduct for which the person was convicted has a direct bearing on his fitness or ability to perform one or more of the duties or responsibilities necessarily related to the license, opportunity, or job in question.

  • Control Relationship means the power to exercise a controlling influence over the management or policies of a Company, unless such power is solely the result of an official position. Any person who owns beneficially, either directly or through one or more controlled companies, more than 25 per centum of the voting Securities of a Company shall be presumed to control such Company. Any person who does not so own more than 25 per centum of the voting Securities of any Company shall be presumed not to control such Company.

  • Relationship means any interest, service, employment, gift, or other benefit or relationship with an entity that would be prohibited by Title 5, Subtitle 5 of the State's Public Ethics Law if not disclosed and approved pursuant to this Policy and procedures adopted pursuant to it. "Relationship" includes any relationship of the spouse or other relative of an officer or employee if such relationship creates restrictions on the officer or employee under the conflict of interest provisions of the Ethics Law.

  • Intimate relationship means a relationship between spouses, former spouses, past or present unmarried couples, or persons who are both the parents of the same child regardless of whether the persons have been married or have lived together at any time.

  • Excluded Employee means an employee as defined in section 3527, subd. (b) of the Government Code (Ralph C. Dills Act) except those excluded employees who are designated managerial pursuant to section 18801.1 of the Government Code.

  • Disqualified Equity Interest means, with respect to any Person, any Equity Interest in such Person that by its terms (or by the terms of any security into which it is convertible or for which it is exchangeable, either mandatorily or at the option of the holder thereof), or upon the happening of any event or condition:

  • Substantial business relationship means the extent of a business relationship necessary under applicable state law to make a guarantee contract issued incident to that relationship valid and enforceable. A guarantee contract is issued "incident to that relationship" if it arises from and depends on existing economic transactions between the guarantor and the owner or operator.

  • Change in Control of the Corporation means a change in control of a nature that would be required to be reported in response to Item 6(e) of Schedule 14A of Regulation 14A promulgated under the Securities Exchange Act of 1934, as amended ("Exchange Act"), or any successor thereto, whether or not the Corporation is registered under the Exchange Act; provided that, without limitation, such a change in control shall be deemed to have occurred if (i) any "person" (as such term is used in Sections 13(d) and 14(d) of the Exchange Act) is or becomes the "beneficial owner" (as defined in Rule 13d-3 under the Exchange Act), directly or indirectly, of securities of the Corporation representing 25% or more of the combined voting power of the Corporation's then outstanding securities; or (ii) during any period of two consecutive years, individuals who at the beginning of such period constitute the Board of Directors of the Corporation cease for any reason to constitute at least a majority thereof unless the election, or the nomination for election by stockholders, of each new director was approved by a vote of at least two-thirds of the directors then still in office who were directors at the beginning of the period.

  • Disqualified Person has the meaning assigned to such term in Section 9.05(f)(ii).

  • Material Financial Relationship means a relationship in which one person is a recipient of any kind of payment such as by way of a loan or gift during the immediately preceding twelve months, equivalent to at least 25% of such payer’s annual income but shall exclude relationships in which the payment is based on arm’s length transactions.