Determination by the Board of Directors definition

Determination by the Board of Directors means a determination made by resolution, upon favorable advice by counsel for the Association, adopted by the affirmative vote of a majority of a committee consisting of all directors of the Association then in office, other than those involved in the action, provided that there are not less than three, such determination shall be deemed to have been made if recommended by affirmative vote of a majority of the directors of the Association then in office (whether or not involved in the action) but only to the extent concurred in by either (i) the affirmative vote of a majority of the outstanding shares entitled to vote at a meeting of the shareholders called for that purpose, or (ii) the opinion of independent legal counsel selected by the Board of Directors.
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Determination by the Board of Directors means a determination made by resolution, upon favorable
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Examples of Determination by the Board of Directors in a sentence

  • Determination by the Board of Directors of the Company that Executive has engaged in any such activity shall be binding and conclusive on all parties, and in addition to all other rights and remedies which Company shall have, neither Executive nor Beneficiary shall be entitled to any payments hereunder.

  • Determination by the Board of Directors of the Company that Executive has engaged in any such activity shall be binding and conclusive on all parties, and in addition to all other rights and remedies which Company shall have, neither Executive nor Beneficiary shall be entitle to any payments hereunder.

  • Determination by the Board of Directors of the Company that Executive has engaged in any such activity shall be binding and conclusive on all parties, and in addition to all other rights and remedies which Company shall have, neither Executive not Beneficiary shall be entitled to any payments hereunder.

  • Determination by the Board of Directors of the Company that the Executive has engaged in any such activity shall be binding and conclusive on all parties, and in addition to all other rights and remedies which Company shall have, neither the Executive nor Beneficiary shall be entitled to any payments hereunder.

  • Determination by the Board of Directors of the Bank that Director Emeritus has not fulfilled service requirements pursuant to the Plan.

  • Determination by the Board of Directors of the Company that the Executive has engaged in any such activity shall be binding and conclusive on all parties, and in addition to all other rights and remedies which Company shall have, neither the Executive nor Beneficiary shall be entitle to any payments hereunder.

  • The fair value of any Common Stock issued pursuant to the preceding sentence shall be determined initially (the "Initial Determination") by the Board of Directors (and written notice --------------------- thereof provided to the holders within two (2) business days) after giving effect to any indemnification obligation, such determination to be made in good faith.

Related to Determination by the Board of Directors

  • Company Board of Directors means the board of directors of the Company.

  • The Board of Directors or "Board" means all those persons appointed to perform the duties of directors of the society;

  • Board of Directors means the board of directors of the Company.

  • Board of Directors or Board means the Board of Directors of Pitti Laminations Limited, as constituted from time to time.

  • Board or Board of Directors means the Board of Directors of the Company.

  • Executive Committee means a group of directors elected or appointed to act on behalf of, and within the powers granted to them by, the Commission.

  • entire Board of Directors means the total number of directors which the Corporation would have if there were no vacancies.

  • the Board means the board of directors of the Company;

  • Chairman of the Board means the Chairman of the Board of the Corporation.

  • Committees means the committees formed under this Act or by the various functionaries of the University as the case may be and includes the Nomination Committee, the Finance Committee and such other committees;

  • Board means the Board of Directors of the Company.

  • Independent Directors means the members of the Board of Directors who are not officers or employees of the Manager.

  • Board of Director or “Board” means the Board of Directors of Omaxe Limited, as constituted from time to time.

  • former Board means the Board of Reference constituted under Part IV of the former provisions;

  • Whole Board means the total number of authorized directors whether or not there exist any vacancies in previously authorized directorships.

  • Independent Board Committee means the independent board committee of the Company

  • Disinterested Directors means, with respect to any Affiliate Transaction, one or more members of the Board of Directors of the Company, or one or more members of the Board of Directors of a Parent, having no material direct or indirect financial interest in or with respect to such Affiliate Transaction. A member of any such Board of Directors shall not be deemed to have such a financial interest by reason of such member’s holding Capital Stock of the Company or any Parent or any options, warrants or other rights in respect of such Capital Stock.

  • Guarantor’s Board of Directors means the board of directors of the Guarantor or any committee of that board duly authorized to act generally or in any particular respect for the Guarantor hereunder.

  • Nomination Committee means the nomination committee of the Board established in accordance with Article 116;

  • Disinterested Board Members means those members of the Board of a Fund that are not deemed to be "interested persons" of the Fund, as defined by the Act.

  • Retirement board or "board" means the retirement system's governing board provided for in 2-15-1010.

  • Continuing Directors means, as of any date of determination, any member of the Board of Directors who (i) was a member of such Board of Directors on the date of the Agreement or (ii) was nominated for election or elected to such Board of Directors with the approval of a majority of the Continuing Directors who were members of such Board of Directors at the time of such nomination or election.

  • Compensation Committee means the Compensation Committee of the Board.

  • Full Board means the authorized number of voting members of the Board of Education.

  • Committee means the Compensation Committee of the Board.