Uncontested election Clause Samples
An uncontested election clause defines the procedures and outcomes when only one candidate or slate is nominated for a position or office, and no opposition is present. In practice, this clause typically allows the sole nominee to be declared elected without the need for a formal vote or balloting process, streamlining the election proceedings. Its core function is to simplify and expedite the election process by eliminating unnecessary voting when the outcome is already determined, thereby saving time and administrative resources.
Uncontested election. If one or both election categories propose only the same number of candidates as there are seats on the Board of Foundation that must be filled, no election pursuant to par. 5 is held in the election category in question and the candidates are regarded to have been elected uncontested.
Uncontested election. If only so many candidates stand for election as there are seats to be filled, then no election pursuant to sec- tion 4 shall be held and the candidates shall be re- garded as elected uncontested.
Uncontested election. Except as provided in Section 2.5(d)(ii) and subject to the rights of the holders of one or more series of Preferred Stock, voting separately by class or series, to elect directors pursuant to the terms of one or more series of Preferred Stock, each director shall be elected by a vote of the majority of the votes cast at any meeting for the election of directors at which a quorum is present. For purposes of this Section 2.5(d)(i), a majority of the votes cast means that the number of shares voted “for” a director must exceed the number of votes cast “against” that director. In an uncontested election, any incumbent director who is not elected because he or she does not receive a majority of the votes cast shall immediately tender his or her resignation for consideration by the Board. The Board will evaluate whether to accept or reject such resignation, or whether other action should be taken; provided, however, that the Board will act on such resignation and publicly disclose its decision to accept or reject such resignation and the rationale behind such decision within 90 days from the date of the certification of the director election results. The Board may temporarily fill any vacancy resulting from the non-election or resignation of a director as provided in these By Laws or the Certificate of Incorporation until a special meeting has been called or stockholder written consent has been obtained. Upon a vacancy in the Board, the Board shall call a special meeting pursuant to Section 2.2 or obtain stockholder written consent pursuant to Section 2.9 pursuant to which such vacancy shall be filled pursuant to this Section 2.5(d).