Directors, Executive Officers and Corporate Governance Sample Clauses

Directors, Executive Officers and Corporate Governance. The Company plans to file the 2009 Proxy Statement pursuant to Regulation 14A of the Exchange Act prior to April 29, 2008. Except for the information set forth in this Item 10 and the information concerning our executive officers set forth in Part I, Item 1, Business — Executive Officers of the Registrant of this annual report on Form 10-K for the fiscal year ended December 31, 2008, which information is incorporated herein by reference, the information required by this item is incorporated by reference from the 2009 Proxy Statement. The Company has adopted a code of ethics applicable to certain members of Company management, including its principal executive officer, principal financial officer, principal accounting officer and controller, or persons performing similar functions. The code of ethics is available on the Company’s website at xxx.xxxxxxxxxx.xxx. The Company will provide to any person without charge, upon request, a copy of the code of ethics. A request for the code of ethics should be made by writing to the Company’s Secretary, c/o Thermadyne Holdings Corporation, 00000 Xxxxxxxx Xxxxx Road, Suite 300, Chesterfield, Missouri 63017. The Company intends to satisfy the disclosure requirement under Item 10 (now item 5.05(c)) of Form 8-K regarding the amendment to, or a waiver from, a provision of this code of ethics that applies to the Company’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and that relates to any element of the code of ethics definition enumerated in Item 406(b) of Regulation S-K by posting such information on its website. There have been no material changes to the procedures by which security holders may recommend nominees to the Company’s board of directors since the filing of the Company’s quarterly report on Form 10-Q for the fiscal quarter ended September 30, 2008. The board of directors has determined that each of Xx. Xxxxxx and Xx. Xxxxxxx is an audit committee financial expert, as such term is defined in Item 407(d)(5)(ii) of Regulation S-K.
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Directors, Executive Officers and Corporate Governance. Identification of Directors The information required by this item is included in the Proxy Statement under the caption "Election of Directors" and is incorporated by reference to this report.
Directors, Executive Officers and Corporate Governance. The information set forth under the headings ‘‘Proposal No. 1: Election of Directors,’’ ‘‘Corporate Governance,’’ ‘‘Executive Compensation’’ and ‘‘Section 16(a) Beneficial Ownership Reporting Compliance’’ in our definitive Proxy Statement for the 2010 Annual Meeting of Stockholders is incorporated herein by reference.
Directors, Executive Officers and Corporate Governance. The Company plans to file the 2008 Proxy Statement pursuant to Regulation 14A of the Exchange Act prior to April 29, 2008. Except for the information set forth in this Item 10 and the information concerning our executive officers set forth in Part I, Item 1. Business of this annual report on Form 10-K for the fiscal year ended December 31, 2007, which information is incorporated herein by reference, the information required by this item is incorporated by reference from the 2008 Proxy Statement. The Company has adopted a code of ethics applicable to certain members of Company management, including its principal executive officer, principal financial officer, principal accounting officer and controller, or persons performing similar functions. The code of ethics is available on the Company’s website at xxx.xxxxxxxxxx.xxx. The Company intends to satisfy the disclosure requirement under Item 10 of Form 8-K regarding the amendment to, or a waiver from, a provision of this code of ethics that applies to the Company’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions and that relates to any element of the code of ethics definition enumerated in Item 406(b) of Regulation S-K by posting such information on its website.
Directors, Executive Officers and Corporate Governance. Our Board of Directors is divided into two classes, employees and non-employees, with the non-employee directors represented by ABRY Partners, LLC (“ABRY”). Directors in each class have no designated term limits. Decisions regarding directors terms are made at the discretion of the ABRY directors. There are no family relationships among the directors and executive officers. The following table sets forth certain information regarding our directors and executive officers as of March 24, 2009. Name Age Position Xxxxxx X. Xxxxxx 55 Chief Executive Officer and Director Xxxxx X. Xxxxxxxxxx 00 President, Chief Operating Officer and Director Xxxxxxx X. Xxxxxxx 46 Chief Financial Officer, Senior Vice President of Finance and Director Xxxxx X. Xxxxx Xx. 63 Chief Information Officer Xxxx-Xxxxx Heh 46 Vice President of Global Operations Xxxxx Xxxxxxxx 50 Senior Vice President of Sales Xxxxxxx X. Xxxxxxx 43 Vice President of Business Development X.X. Xxxxxxx 35 Director Xxxxx Xxxxxx 52 Director Azra Xxxxx 00 Director Xxxxxx X. Xxxxxx joined us in 2001 as President and Chief Executive Officer. Prior to joining us and since 1996, Xx. Xxxxxx was the Chief Executive Officer of Xxxxxx.xxx and the President of Pitney Xxxxx Software Solutions. Xx. Xxxxxx earned his Executive Management Certificate from Northwestern University, M.S. in Information Systems from Roosevelt University, M.B.A. from State University of New York at Buffalo and B.A. in English from Canisius College.
Directors, Executive Officers and Corporate Governance. Executive Officers and Directors The following table sets forth information regarding individuals who currently serve as our executive officers. The age of each individual indicated below is as of December 31, 2012. Name Age Position(s) Xxxxxxx X. Xxxxx 59 Chairman of the Board, Chief Executive Officer and President Xxxxxxx X. Xxxx 54 Executive Vice President, Chief Financial Officer and Treasurer Xxxxxxx X. Xxxxxx 57 Executive Vice President, General Counsel and Corporate Secretary Xxxxx X. Xxxxxxx 46 Executive Vice President and Chief Administrative Officer Xxxxx X. Xxxxxxxx 57 President and Chief Executive Officer, Cartus Corporation Xxxxxxxxx X. Xxxxxxxxx, III 65 President and Chief Executive Officer, Realogy Franchise Group Xxxxx Xxxx 56 President and Chief Executive Officer, NRT LLC Xxxxxx X. Xxxxx 51 President and Chief Executive Officer, Title Resource Group Xxx Xxxxxx 57 Senior Vice President, Chief Accounting Officer and Controller Xxxx X. Xxxxxx 40 Director X. Xxx Xxxxxx 61 Director Xxxxxx X. Xxxxxxxx 30 Director Xxxxx X. Xxxxxxxx 39 Director X. Xxx Xxxxxx 36 Director Xxxxx Xxxxx 52 Director Xxxxxxx X. Xxxxxxxx 55 Director Xxxxxxx X. Xxxxx has served as our President and Chief Executive Officer since November 13, 2007, and has served as a director since our separation from Cendant in July 2006 and as a member of our Executive Committee since its formation in August 2009. On February 27, 2012, Xx. Xxxxx was elected as our Chairman of the Board, effective March 15, 2012. Prior to November 13, 2007, he served as our Vice Chairman of the Board and President. Xx. Xxxxx was Senior Executive Vice President of Cendant from September 1998 until our separation from Cendant in July 2006 and Chairman and Chief Executive Officer of Cendant’s Real Estate Services Division from December 1997 until our separation from Cendant in July 2006. Xx. Xxxxx was President of the Real Estate Division of HFS from October 1996 to December 1997 and Executive Vice President of Operations for HFS from February 1992 to October 1996.

Related to Directors, Executive Officers and Corporate Governance

  • Directors and Executive Officers The corporation shall indemnify its directors and executive officers (for the purposes of this Article XI, “executive officers” shall have the meaning defined in Rule 3b-7 promulgated under the 0000 Xxx) to the extent not prohibited by the DGCL or any other applicable law; provided, however, that the corporation may modify the extent of such indemnification by individual contracts with its directors and executive officers; and, provided, further, that the corporation shall not be required to indemnify any director or executive officer in connection with any proceeding (or part thereof) initiated by such person unless (i) such indemnification is expressly required to be made by law, (ii) the proceeding was authorized by the Board of Directors of the corporation, (iii) such indemnification is provided by the corporation, in its sole discretion, pursuant to the powers vested in the corporation under the DGCL or any other applicable law or (iv) such indemnification is required to be made under subsection (d).

  • Directors, Officers and Employees The Administrator shall authorize and permit any of its directors, officers and employees who may be elected as trustees or officers of the Trust and/or the Funds to serve in the capacities in which they are elected. All services to be furnished by the Administrator under this Agreement may be furnished through such directors, officers or employees of the Administrator.

  • Responsibility of Dual Directors, Officers and/or Employees If any person who is a manager, partner, officer or employee of the Adviser or the Administrator is or becomes a director, officer and/or employee of the Company and acts as such in any business of the Company, then such manager, partner, officer and/or employee of the Adviser or the Administrator shall be deemed to be acting in such capacity solely for the Company, and not as a manager, partner, officer or employee of the Adviser or the Administrator or under the control or direction of the Adviser or the Administrator, even if paid by the Adviser or the Administrator.

  • Officers, Directors and Employees JML has one officer and director, namely Xxxxx Polos, and has no employees.

  • Corporate Governance Ultimus shall provide the following services to the Trust and its Funds:

  • Executive Officers To the knowledge of the Company, no executive officer or person nominated to become an executive officer of the Company (a) has been convicted in a criminal proceeding or is a named subject of a pending criminal proceeding (excluding minor traffic violations) or (b) is or has been subject to any judgment or order of, the subject of any pending civil or administrative action by the Securities and Exchange Commission or any self-regulatory organization.

  • Officers and Directors No person is serving or acting as an officer, trustee or investment adviser of the Fund except in accordance with the provisions of the 1940 Act and the Rules and Regulations and the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and the rules and regulations of the Commission promulgated under the Advisers Act (the “Advisers Act Rules and Regulations”). Except as disclosed in the Registration Statement, each preliminary prospectus and the Prospectus (or any amendment or supplement to any of them), no trustee of the Fund is (A) an “interested person” (as defined in the 0000 Xxx) of the Fund or (B) an “affiliated person” (as defined in the 0000 Xxx) of any Underwriter.

  • Officers and Directors of the Surviving Corporation (a) The directors of the Merger Sub immediately prior to the Effective Time will be the directors of the Surviving Corporation, and they shall hold office until their respective successors are duly elected or appointed or qualified or until their earlier death, resignation or removal in accordance with the Certificate of Incorporation and By-laws as in effect from time to time of the Surviving Corporation.

  • Duties of Officers and Directors Except as otherwise specifically provided in this Agreement, the duties and obligations owed to the Company and to the Board of Directors by the Officers of the Company and by members of the Board of Directors of the Company shall be the same as the respective duties and obligations owed to a corporation organized under the Delaware General Corporation Law by its officers and directors, respectively.

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