Procedure for elections of B directors Sample Clauses

Procedure for elections of B directors. The precise procedures for elections of B directors shall be determined by the board but the following key principles shall be applied in all circumstances in respect of all elections of B directors: • written notice of the date, time and location of the election shall be sent by GIF to all Funders not less than 60 clear days prior to the date of election (the Election Notice); • a general election of all B directors to hold office during the course of any funding cycle shall be held not less than 15 clear days prior to the commencement of any funding cycle; • special elections of any additional B directors to be appointed during the course of any funding cycle shall be held on or around the Annual General Meeting of GIF or on such other date as the board shall resolve by supermajority vote; • the Election Notice shall request that the Funders nominate (if they so wish) by notice in writing to the board candidates for such elections (provided that no Funder may nominate more than one candidate); • written nominations must be received by GIF board by not later than 30 clear days prior to the date of the election; • ballot papers setting out the names of all nominated candidates shall be sent to each Funder no later than 20 clear days prior to the date of the election together with the number of votes allocated to such Funder in the relevant election and the mechanism by which the Funders may vote in accordance with the applicable provisions of these articles; • Funders shall cast their votes either in person at the election or remotely by service of a duly completed ballot paper in writing or in electronic form on GIF in accordance with the provisions of these articles (provided that in the case of a remote election the duly completed paper must be received by GIF by no later than 24 hours before the appointed time for the start of the election); • the election shall be overseen and votes counted by (or under the supervision of) the chair; • written notice of the results of the election (a Results Notice) shall be sent by the chair to each of the Funders and the board as soon as practicable (and no later than 5 clear days) following the election; • the appointments of the successful candidates shall take effect from the beginning of the relevant funding cycle (in respect of a general election for B directors) and with effect from the date of issuance of the Results Notice in respect of a special election); and • in the absence of fraud or manifest error, a ...
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Related to Procedure for elections of B directors

  • Election of Directors Elections of directors need not be by written ballot unless the bylaws of the Corporation shall so provide.

  • Election of Officers After their election the Managers shall meet and organize by electing a President from their own number, a Secretary and a Treasurer, and any other officers determined to be necessary by the Board, who may, but need not, be Managers. Any two or more of such offices, except those of President and Secretary, may be held by the same person.

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  • Application for Vacancies All employees under this Agreement, including those on layoff status, may submit application in writing for any vacancy which is posted pursuant to this Article.

  • Appointment of Directors Immediately upon the Effective Time, Parent shall, in accordance with Section 2.3(d), accept the resignations and cause the appointments of those officers and directors of Parent identified in Exhibit C hereto, subject to any notice and waiting period requirements of federal law. At the first annual meeting of Parent’s stockholders and thereafter, the election of members of Parent’s Board of Directors shall be accomplished in accordance with the by-laws of Parent.

  • Function of Committee The Committee shall concern itself with the following general matters:

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  • Determinations and Actions by the Board of Directors All actions, calculations and determinations (including all omissions with respect to the foregoing) which are done or made by the Board of Directors in good faith pursuant to this Agreement, shall not subject the Board of Directors to any liability to the holders of the Rights.

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