Advance Notice of Director Nominations at Annual Meetings Sample Clauses


Advance Notice of Director Nominations at Annual Meetings. Notwithstanding anything in these bylaws to the contrary, only persons who are nominated in accordance with the procedures set forth in this Section 2.4(ii) shall be eligible for election or re-election as directors at an annual meeting of stockholders. Nominations of persons for election or re-election to the board of directors of the corporation shall be made at an annual meeting of stockholders only (A) by or at the direction of the board of directors or (B) by a stockholder of the corporation who (1) was a stockholder of record at the time of the giving of the notice required by this Section 2.4(ii) and on the record date for the determination of stockholders entitled to vote at the annual meeting and (2) has complied with the notice procedures set forth in this Section 2.4(ii). In addition to any other applicable requirements, for a nomination to be made by a stockholder, the stockholder must have given timely notice thereof in proper written form to the secretary of the corporation.


Advance Notice of Director Nominations at Annual Meetings. Nominations, other than those made by or at the direction of the board of directors, will be made pursuant to timely notice in writing to the secretary of the corporation in accordance with the time periods described in Section 12(i)(a) in the case of an annual meeting and Section 12(iii) in the case of a special meeting.

Advance Notice of Director Nominations at Annual Meetings