Common use of Composition of the Board of Directors Clause in Contracts

Composition of the Board of Directors. (a) Subject to the other provisions of this Section 2.1, (i) for so long as the Investors Beneficially Own any of the then-issued and outstanding Company Ordinary Shares, the Parent shall have the right to designate one (1) Shareholder Designee, and to propose to remove any Shareholder Director and designate another Shareholder Designee in his or her place; and (ii) for so long as the Investors Beneficially Own (collectively) at least ten percent (10%) of the then-issued and outstanding Company Ordinary Shares, the Parent shall have the right to designate two (2) Shareholder Designees, and to propose to remove any Shareholder Director and designate another Shareholder Designee in his or her place; provided that no other Person shall have the exercisable right to designate more directors to the Board than the Parent as a result of any agreement between the Company and such Person. The Company shall take all necessary actions to give effect to this Section 2.1(a), including, if necessary adjusting the size of the Board and/or seeking and accepting the resignations of incumbent directors.

Appears in 3 contracts

Samples: Transaction Agreement (AerCap Holdings N.V.), Aercap Shareholders’ Agreement (General Electric Co), Transaction Agreement (General Electric Co)

AutoNDA by SimpleDocs

Composition of the Board of Directors. (a) Subject to the other provisions of this Section 2.1, (i) for so long as the Investors Beneficially Own any of the then-issued and outstanding Company Ordinary Shares, the Parent Shareholder shall have the right to designate one (1) Shareholder Designee, and to propose to remove any Shareholder Director and designate another Shareholder Designee in his or her place; and (ii) for so long as the Investors Beneficially Own (collectively) at least ten percent (10%) of the then-then issued and outstanding Company Ordinary Shares, the Parent Shareholder shall have the right to designate two (2) Shareholder Designees, and to propose to remove any Shareholder Director and designate another Shareholder Designee in his or her place; provided that no other Person shall have the exercisable right to designate more directors to the Board than the Parent Shareholder as a result of any agreement between the Company and such Person. The Person and the Company shall take all necessary actions to give effect to this Section 2.1(a)proviso, including, if necessary adjusting the size of the Board and/or seeking and accepting the resignations number of incumbent directorsShareholder Designees that the Shareholder has the right to designate.

Appears in 3 contracts

Samples: Shareholders’ Agreement (American International Group Inc), Share Purchase Agreement (AerCap Holdings N.V.), Share Purchase Agreement (American International Group Inc)

AutoNDA by SimpleDocs
Time is Money Join Law Insider Premium to draft better contracts faster.