Affected Director definition

Affected Director has the meaning set forth in Section 7.1(d)(ii).
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Affected Director means any director of the Company and the Company Secretary;
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Affected Director has the meaning specified in Section 3.3(1).
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Examples of Affected Director in a sentence

  • Such determination shall be made in the sole and absolute discretion of the Board (excluding the Affected Director).

  • In the event that a hearing is held, then following such hearing the Board (excluding the Affected Director) shall decide whether such Member should in fact be terminated, or sanctioned via written reprimand as determined by the Board; provided, that, any such decision to terminate or sanction such Member must be approved by a vote of two-thirds (2/3) of the Board (excluding the Affected Director).

  • The Corporation shall promptly disclose in a press release, a copy of which is provided to the Toronto Stock Exchange, the determination made by the Board, including, if applicable, the nature of the exceptional circumstances underlying a refusal to accept an Affected Director’s resignation.An Affected Director will not participate in the recommendation of the Corporate Governance, Compensation and Nominating Committee or the determination made by the Board.

  • The Affected Director shall be entitled to participate in all meetings and discussions, and receive the same information as all other directors, in relation to the Board’s decision as to whether it considers the member or its Affiliate or Affected Director to be interested in a Competing Transaction, but shall not vote on such decision.

  • ICTs should be mainstreamed into the implementation of sectoral compo- nents, complementing the poverty-reducing priorities of the national ICT strategy.

  • In addition, the Affected Director shall not vote on Board decisions relating to a matter that the Board has in good faith resolved is a Competing Transaction.

  • An Affected Director will not participate in the recommendation of the Nominating and Corporate Governance Committee or the determination made by the independent directors of the Board.

  • The Guarantors shall provide unconditional, unlimited guaranties to guarantee the Indebtedness and all other extensions of credit from the Lender to the Borrower or any of the Guarantors.

  • Upon acceptance of an Affected Director’s resignation, the Board may (subject to applicable law):  leave the vacancy unfilled until the next annual meeting of the Corporation;  fill the vacancy through the appointment of a new director (other than the Affected Director); or  call a special meeting of shareholders at which a director nominee (other than the Affected Director) will be proposed for election by shareholders.

  • TheH2 all prefs consensus Table 2: Results for H2: that novelty and redun- dancy together are preferred to novelty alone.


More Definitions of Affected Director

Affected Director means any director of Sanlam and the Company Secretary;
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Related to Affected Director

  • Elected Director means a person elected as an elected director in accordance with these bylaws or elected or appointed as a replacement director for an elected director;

  • Designated Director means a person designated by the RE to ensure overall compliance with the obligations imposed under chapter IV of the PML Act and the Rules and shall include:

  • Unaffiliated Director means, for purposes of this Code, a director or honorary director of the Fund who is not a director, officer or employee of the Adviser or an affiliate thereof.

  • Interested Director means a director or trustee of an investment company who is an interested person within the meaning of Section 2(a)(19) of the Act. A “Disinterested Director” is a director who is not an interested person under Section 2(a)(19) of the Act.

  • Appointed Director means a person appointed in accordance with these bylaws as an appointed director or appointed as a replacement director for an appointed director;

  • Non-interested director means a director who is not an “interested director” of a fund and who is not employed by, or has a material business or professional relationship with, the fund or the fund’s investment adviser or underwriter. See Section 2(a)(19) of the Investment Company Act of 1940 for more information.

  • Preferred Director means any director of the Company that the holders of record of the Preferred Stock are entitled to elect pursuant to the Company’s Certificate of Incorporation.

  • Qualified Director means a person who, at the time action is to be taken under:

  • Disinterested Director means a director of the Company who is not and was not a party to the Proceeding in respect of which indemnification is sought by Indemnitee.

  • Preferred Directors means the Series A Directors and the Series B Directors.

  • Investor Director means a member of the Board who was elected to the Board as an Investor Director Designee.

  • Independent Director means a director referred to in Section 149 (6) of the Companies Act, 2013.

  • Series B Director means any director of the Company that the holders of record of the Series B Preferred Stock are entitled to elect, exclusively and as a separate class, pursuant to the Certificate of Incorporation.

  • shadow director means, in relation to a company, any person in accordance with whose directions or instructions the directors of the company are accustomed to act, but the person is not deemed to be a shadow director by reason only that the directors act on advice given by him in a professional capacity; and

  • Investor Designee shall have the meaning set forth in Section 5(a).

  • New Director means an individual whose election by the Board or nomination for election by the Company’s stockholders was approved by a vote of at least two-thirds of the directors then still in office who either were directors at the Date of Grant or whose election or nomination for election was previously so approved or recommended. However, “New Director” shall not include a director whose initial assumption of office is in connection with an actual or threatened election contest, including but not limited to a consent solicitation relating to the election of directors of the Company.

  • Independent Fund Director means an independent director of an investment company advised by Invesco.

  • Continuing Director means at any date a member of the Board (i) who was a member of the Board on the date of the execution of this Agreement or (ii) who was nominated or elected subsequent to such date by at least a majority of the directors who were Continuing Directors at the time of such nomination or election or whose election to the Board was recommended or endorsed by at least a majority of the directors who were Continuing Directors at the time of such nomination or election; provided, however, that there shall be excluded from this clause (ii) any individual whose initial assumption of office occurred as a result of an actual or threatened election contest with respect to the election or removal of directors or other actual or threatened solicitation of proxies or consents, by or on behalf of a person other than the Board; or

  • Sponsor Director means an individual elected to the Board that has been nominated by the Sponsor pursuant to this Agreement.

  • Disinterested Directors means, with respect to any Affiliate Transaction, one or more members of the Board of Directors of the Company, or one or more members of the Board of Directors of a Parent, having no material direct or indirect financial interest in or with respect to such Affiliate Transaction. A member of any such Board of Directors shall not be deemed to have such a financial interest by reason of such member’s holding Capital Stock of the Company or any Parent or any options, warrants or other rights in respect of such Capital Stock.

  • Independent Director/Trustee means any; (i) director or trustee of an Invesco Mutual Fund who is not an “interested person” (as defined in Section 2(a)(19) of the Investment Company Act) of an Invesco Mutual Fund; (ii) director or trustee of an Invesco ETP who is not an “interested person” (as defined in Section 2(a)(19) of the Investment Company Act) of an Invesco ETP; or (iii) member of the Invesco Canada Independent Review Committee, Invesco Canada Funds Advisory Board or Board of Directors of Invesco Corporate Class Inc. who has no other executive responsibilities or engagement in an Invesco Canada Fund or Invesco NA’s day-to-day activities beyond the scope of their duties as director/trustee.

  • Company Director means a member of the Board.

  • Independent Directors means the members of the Board of Directors who are not officers or employees of the Manager or any Person directly or indirectly controlling or controlled by the Manager, and who are otherwise “independent” in accordance with the NYSE’s corporate governance listing standards (or the rules of any other national securities exchange on which the Common Stock is listed).