DIRECTORS’ PROXIES Sample Clauses
The Director's Proxies clause authorizes a director to appoint another individual to act on their behalf at board meetings or in decision-making processes. Typically, this clause outlines the conditions under which a proxy can be appointed, such as requiring written notice or specifying the scope of authority granted to the proxy, and may set limits on who can serve as a proxy. Its core function is to ensure that a director's voting rights and participation are preserved even if they are unable to attend meetings in person, thereby maintaining effective governance and decision-making continuity.
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DIRECTORS’ PROXIES. A Director may appoint any person to act as his proxy to attend and vote on his behalf at meetings of the Directors or any committee of Directors. Such appointment must be made in writing under the hand of the appointor, and may at any time be revoked in like manner, and may be general or for a specified period, or for specified meetings, or for specified resolutions, and may authorise and direct the appointee to be chairman if the appointor would, if present, be entitled to preside. The form of appointment of proxy may contain directions to the proxy to vote in accordance with instructions given by that Director or, in the absence of such instructions, the proxy may act in his discretion. Notice of every such appointment or revocation must be presented to the meeting of Directors at which the proxy is to be used or first used prior to the commencement of such meeting. A proxy may be given by signed telex, telefax or electronic transmission. The appointee need not be a Director or Member of the Company, but he must furnish the Company with his address. 119. The day-to-day operations of the Company shall be conducted by the management of the Company, which shall include the CEO, CFO, COO and CCO.
DIRECTORS’ PROXIES. Any Director absent from a meeting of the Board of Directors or any committee thereof may be represented by any other Director or Member, who may cast the vote of the absent Director according to the written instructions, general or special, of the absent Director.