Board Expansion. CCC shall have increased the size of its Board of Directors to six members and, as contemplated by Section 7.13, a representative of the Group Companies shall have been duly elected to such Board of Directors.
Board Expansion. As promptly as practicable following the date of this Agreement, the Company shall increase the size of the Board from thirteen to fifteen directors, such increase to be effective as of the end of the 2008 Annual Meeting.
Board Expansion. As promptly as practicable following the date of this Agreement, the Company shall increase the size of the Board from eight to eleven directors, such increase to be effective as of the date hereafter that the Company’s Proxy Statement and proxy card are first sent to shareholders.
Board Expansion. Within one business day of the date of this Agreement (the date on which the actions contemplated by clause (b) are taken, the “Appointment Date”), in accordance with the Company’s amended and restated certificate of incorporation (the “Charter”) and amended and restated bylaws (the “Bylaws”), the Board will increase the size of the Board from seven to twelve members.
Board Expansion. The Company hereby agrees that, no later than 10 business days from the date hereof, the size of the Board will be expanded from 11 to 12 directors. Promptly following the execution of this Agreement, Crescendo shall recommend to the Board an individual with relevant restaurant, hospitality or retail industry experience who qualifies as “independent” under NASDAQ listing standards to fill the newly-created directorship resulting from the increase in the size of the Board; provided, that the Board, upon the recommendation of its Nominating and Corporate Governance Committee (the “Nominating Committee”), will have determined, after a prompt, good faith, reasonable and customary review that such individual qualifies to serve on the Board and is “independent” pursuant to the listing standards of the NASDAQ Stock Market (the “NASDAQ”). If the Nominating Committee determines that such person does not meet the qualifications of the Board or is not “independent” pursuant to the listing standards of the NASDAQ Stock Market, Crescendo shall have the right to propose additional individuals so qualified to be considered and appointed in accordance with the provisions of this Section 1(a). The Board shall immediately appoint any such qualified candidate proposed by Crescendo to fill the newly created directorship as soon as such candidate’s qualifications have been reviewed and approved by the Nominating Committee. The Company will promptly thereafter expand the size of the Board and appoint such individual to the Board, subject only to the Nominating Committee’s and the Board’s prompt, good faith, reasonable and customary review of such individual’s qualifications.
Board Expansion. So long as either (i) the Berkshire Stockholders shall own at least forty percent (40%) of the Shares (including vested Time Options and earned Performance Options) or (ii) the Berkshire Stockholders collectively own more Shares (including vested Time Options and vested and earned Performance Options) than the Management Stockholders or any other single stockholder, the Berkshire Stockholder may at any time require, by written notice to the other Stockholders (the "Increase Notice"), that the number of directors constituting the Board of Directors be increased by four (4). The Berkshire Stockholders shall have the right to designate such additional directors. If the Increase Notice is given by the Berkshire Stockholders, the nomination of the Outside Representatives as set forth in Section 2.5(a)(iii) above shall no longer require the approval of the other stockholders. Each Stockholder agrees that such Stockholder and its Permitted Transferees shall take all action as may be necessary or appropriate, including without limitation, the voting of all Shares owned by them, to so increase the number of directors constituting the Board of Directors and to elect the directors so designated by the Berkshire Stockholders.
Board Expansion. The Berkshire Members may at any time require, by written notice to the other Members (the "Increase Notice"), that the number of Managers constituting the Board of Managers be increased by such number of Managers designated by the Berkshire Members that after giving effect to the addition of such Members a majority of the Members shall have been designated by the Berkshire Members. Each Member agrees that such Member and its Permitted Transferees shall take all action as may be necessary or appropriate, including without limitation, the voting of all Interests owned by them, to so increase the number of Managers constituting the Board of Managers and to elect the additional Managers so designated by the Berkshire Members.
Board Expansion. If not already effected, simultaneously with the execution of this Agreement, the Board shall take all necessary actions to (i) rescind immediately the resolution reducing the size of the Company’s Board to eleven (11) directors, which was to be effective following the 2022 Annual Meeting of Shareholders (“2022 Annual Meeting”), and (ii) confirm and/or establish the current size of the Board at twelve (12) directors.
Board Expansion. Effective upon the execution and delivery of this Agreement by all parties, the Board has increased the size of the Board from eight (8) to ten (10) directors and has caused the election of:
Board Expansion. Simultaneously with the execution of this Agreement, the Board shall take all necessary actions to immediately (i) increase the size of the Board from eleven (11) to twelve (12) directors and maintain such size through the conclusion of the 2021 Annual Meeting, and (ii) appoint the Xxxxx Trust Nominee as a director to the Board.
