Board of Directors Composition. The Board of Directors shall consist of one appointee from each Participant located within the boundaries of the County of Sonoma, and one joint appointee from the County of Sonoma and the Sonoma County Water Agency. If the Board of Directors approves any other municipality or county as a Participant pursuant to Section 3.1, the Board of Directors shall determine whether such municipality or county (or any combination thereof) may appoint an additional member to the Board of Directors. Each appointee must be an elected member of the governing board of his or her appointing body. Each Party or Participant appointing a member to the Board of Directors may also appoint up to two alternates to serve in the absence of its Director. Alternates must be either an elected member of the governing board of his or her appointing body, or an employee of the jurisdiction appointing them. The voting shares of Directors and approval requirements for actions of the Board shall be as follows:
Board of Directors Composition. As of the Closing, the Company will consist of only five persons, each of which persons will be selected by either the Board of Directors or a nominations committee thereof, and each of which will be reasonably acceptable to the Underwriter. The Company shall ensure that: (i) the qualifications of the persons serving as board members and the overall composition of the board comply with the Xxxxxxxx-Xxxxx Act of 2002 and the rules promulgated thereunder and with the listing requirements of AMEX or any other national securities exchange or national securities association, as the case may be, in the event the Company seeks to have its Public Securities listed on another exchange or quoted on an automated quotation system, and (ii) if applicable, at least one member of the board of directors qualifies as a “financial expert” as such term is defined under the Xxxxxxxx-Xxxxx Act of 2002 and the rules promulgated thereunder.
Board of Directors Composition. The first sentence of Section 2(d) of the Stockholder Agreement is hereby amended and restated to read as follows:
Board of Directors Composition. (i) The size and composition of the Board (including the process for designating candidates for nomination and election to the Board) shall be determined pursuant to the Articles and the Relationship Agreement.
Board of Directors Composition. Article 12
Board of Directors Composition. The Parties hereby agree to take all necessary corporate action to effect the following provisions:
Board of Directors Composition. From and after the earlier of (i) the sixth anniversary of the Closing, and (ii) the date on which all provisions of this Agreement terminate pursuant to Section 5, the Stockholder shall take, and shall cause to be taken, such actions as are necessary to cause the Board of Directors to include at least five directors who are independent of and otherwise unaffiliated with the Parent or the Company and shall not be an officer or an employee, consultant or advisor (financial, legal or other) of the Parent or the Company or any of their respective Affiliates, or any person who shall have served in such capacity within the three-year period immediately preceding the date such determination is made.
Board of Directors Composition. The directors of Titan Brick, Inc. (Parent Company) will serve as the directors of Titan Roof Tiles, Inc. Titan Roof Tile Products As discussed in the executive summary, the Parent Company has pioneered insulative compressed earth roof tiles and bricks. Both products have a molded texture that is smooth to the touch and very exact, which will allow us to interlock the tiles so they will not dislodge during high winds. They are fire retardant and help insulate the structure. Waterproof bricks and roof tiles will replace many systems now used in the construction industry, because they are stronger, longer lasting and cost less. Titan Roof Tiles can be manufactured 1" thick and can be marketed 10% less than fired clay roof tiles. Titan roof tiles are priced according to the cost of clay tiles found in the three states that use them most. Advantages: • Titan roof tiles can be manufactured in the traditional Slate (flat) or barrel (curved) style. • Factory painted to any color (paint bonds to the tile for very long life). • Tiles provide additional thermal mass insulation value to structure. • Any style can be manufactured for qualified projects (requires a simple change of molds). • Multi-color tiles and tiles that look like wood shake will be available. • Titan roof tiles are fire retardant to 1,800 degrees. • Stronger than fired clay tiles (will not break when walked on). Titan Roof Tiles will primarily target the homes built with Titan Bricks and the construction industry at large. Because of its exclusive status as the only company to manufacture these compressed earth products, the competition will be constantly held at bay. Installing Titan roof tiles offers the user an energy efficient system that will not fail and will outlast all other types of roofing. Titan roof tiles are a true system that meet the demands of today's architectural designs and will continue to provide these desired features in the future. Waterproof compressed roof tiles are a non-deteriorating material and can survive freeze/thaw cycles that fired clay tiles can not. This opens the entire country for sales, where fired clay tiles can only be used in the southern parts of the US. Titan roof tiles can be manufactured in the traditional design look of the curved Spanish terra cotta, a flat slate style and even take on the look of wood shake roofs. Some of the outstanding features of Titan roof tiles that have become necessary in the construction industry include: • By conserving heat/...
Board of Directors Composition. The Old Shareholder shall vote or act with respect to the Shares so as always to elect two (2) designees of the holders of a majority of the outstanding shares of Common Shares (the "Designees"), which designees shall initially be Xxxxxxx X. Xxxx and Xxxx X. Xxxxxxxxxxx, as directors of the Company. Any vacancy occurring because of the death, resignation, or removal of any of the Designees shall be filled according to this paragraph.
Board of Directors Composition. The board shall be composed of the following voting members: Executive Committee (president, vice-president, first vice-president, secretary). Only one person from any particular family may serve as a member of the board of directors at any one time, unless otherwise approved by the board.
