Persons disqualified to act as Directors Sample Clauses

Persons disqualified to act as Directors. No person may become a Director or continue to be a Director if that person or Director: [a] is under the age of 19 years; [b] is found by a court, in Canada or elsewhere, to be incapable of managing their own affairs; [c] is an undischarged bankrupt; [d] is convicted of an offence in connection with the promotion, formation, or management of a corporation or of an offence involving fraud; [e] is not a member of the Co-op; [f] is indebted to the Co-op for any amount other than: [1] current month’s Housing Charges, or [2] an amount other than Housing Charges and payment is being made in accordance with a plan approved by the Directors; [g] has a term of office that has expired in accordance with the Act or these Rules; [h] is removed in accordance with Rule 18.11; [i] dies; [j] resigns in writing; [k] ceases to live in the Unit on a full-time basis as their principal residence; [l] is absent from three consecutive regular meetings of the Directors without the consent of the Directors; [m] resides with a person who is serving as a Director at the same time, in which case the office of the Director last elected or appointed will be vacated; [n] has entered into a contract directly with the Co-op as an employee or contractor, unless the Director complies with the provisions of the Act respecting disclosure and conflict of interest; [o] is a shareholder, director, or employee of a corporate entity with which the Co-op enters into a contract, unless the Director complies with the provisions of the Act respecting disclosure and conflict of interest; or [p] resides with or is related by blood or marriage to a person who accepts a position as an employee or contractor of the Co-op.
Sample 1
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Persons disqualified to act as Directors. No person is qualified to become or act as a Director who is: [a] under the age of 18 years; [b] found by a court, in Canada or elsewhere, to be incapable of managing their own affairs; [c] an undischarged bankrupt; [d] convicted of an offence in connection with the promotion, formation, or management of a corporation or of an offence involving fraud; [e] not a member of the Co-op; [f] indebted to the Co-op and the indebtedness remains unpaid for more than 60 days unless payment is being made in accordance with a plan approved by the Directors; or [g] a person whose office as Director would be vacated under any provision of Rule 18.11 [h] A person who has submitted their share in the cooperative for redemption would not be eligible to run for the Board of Directors. If however, the person is already a Director at the time of their submission, they may, with Board approval, continue to serve until their term as Director ends or their share has been accepted to redemption.
Sample 1
Persons disqualified to act as Directors. No person is qualified to become or act as a Director who is: [a] under the age of 18 years; [b] found by a court, in Canada or elsewhere, to be incapable of managing their own affairs; [c] an undischarged bankrupt; [d] convicted of an offence in connection with the promotion, formation, or management of a corporation or of an offence involving fraud; [e] not a member of the Co-op; or, in the case of a CHF BC Director, not a person appointed by CHF BC; [f] an employee of the Co-op; [g] indebted to the Co-op and the indebtedness remains unpaid for more than 30 days unless the debt is for an amount other than occupancy charges and payment is being made in accordance with a plan approved by the Directors; or [h] a person whose office as Director would be vacated under any provision of Rule 18.11.
Sample 1

Related to Persons disqualified to act as Directors

  • Resignation of Officers and Directors The Company shall use all reasonable efforts to obtain and deliver to Parent prior to the Closing the resignation of each officer and director of the Company.

  • Disqualification of S-1 Until the earlier of seven years from the date hereof or until the Warrants have either expired and are no longer exercisable or have all been exercised, the Company will not take any action or actions that prevent or disqualify the Company’s use of Form S-1 (or other appropriate form) for the registration of the shares of Common Stock issuable upon exercise of the Warrants under the Act.

  • Eligibility; Disqualification There will at all times be a Trustee hereunder that is a corporation organized and doing business under the laws of the United States of America or of any state thereof that is authorized under such laws to exercise corporate trustee power, that is subject to supervision or examination by federal or state authorities and that has a combined capital and surplus of at least $100.0 million as set forth in its most recent published annual report of condition. This Indenture will always have a Trustee who satisfies the requirements of TIA § 310(a)(1), (2) and (5). The Trustee is subject to TIA § 310(b).

  • Election and Removal of Directors Upon election by the Member, each Director shall hold office until his or her death, disability, resignation or removal at any time at the pleasure of the Member. If a vacancy occurs on the Board, the Member shall, as soon as practicable after the occurrence of such vacancy, elect a successor so that the Board remains fully constituted at all times.

  • Transfer to Directors and Senior Officers (1) You may transfer escrow securities within escrow to existing or, upon their appointment, incoming directors or senior officers of the Issuer or any of its material operating subsidiaries, if the Issuer’s board of directors has approved the transfer.

  • 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.

  • Determination and Actions by the Board of Directors, etc For all purposes of this Agreement, any calculation of the number of Common Shares outstanding at any particular time, including for purposes of determining the particular percentage of such outstanding Common Shares or any other securities of which any Person is the Beneficial Owner, shall be made in accordance with the last sentence of Rule 13d-3(d)(1)(i) of the General Rules and Regulations under the Exchange Act as in effect on the date of this Agreement. The Board of Directors of the Company shall have the exclusive power and authority to administer this Agreement and to exercise all rights and powers specifically granted to the Board, or the Company, or as may be necessary or advisable in the administration of this Agreement, including without limitation, the right and power to (i) interpret the provisions of this Agreement, and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including a determination to redeem or not redeem the Rights or to amend the Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, all omissions with respect to the foregoing) which are done or made by the Board in good faith, shall (x) be final, conclusive and binding on the Rights Agent and the holders of the Rights, and (y) not subject the Board to any liability to the holders of the Rights.

  • DISQUALIFICATION FOR PAST PERFORMANCE AND FINDINGS OF NON RESPONSIBILITY Bidder may be disqualified from receiving awards if Bidder, or anyone in Bidder’s employment, has previously failed to perform satisfactorily in connection with public Bidding or contracts or is deemed non- responsible.

  • Limitation on Designations of Unrestricted Subsidiaries (a) The Company may designate any Restricted Subsidiary as an “Unrestricted Subsidiary” under this Indenture (a “Designation”) only if:

  • Determinations and Actions by the Board of Directors, etc For all purposes of this Agreement, any calculation of the number of Common Shares outstanding at any particular time, including for purposes of determining the particular percentage of such outstanding Common Shares of which any Person is the Beneficial Owner, shall be made in accordance with the last sentence of Rule 13d-3(d)(1)(i) of the General Rules and Regulations under the Exchange Act. The Board of Directors of the Company shall have the exclusive power and authority to administer this Agreement and to exercise all rights and powers specifically granted to the Board, or the Company, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (i) interpret the provisions of this Agreement and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including a determination to redeem or not redeem the Rights or to amend the Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, all omissions with respect to the foregoing) which are done or made by the Board in good faith, shall (x) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights Certificates and all other parties and (y) not subject the Board to any liability to the holders of the Rights.

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