Director's Proxy Holder definition

Director's Proxy Holder means the Director or any adviser designated as the person authorized, on behalf of the Director granting the Director's Proxy, to exercise the powers and rights granted in the Director's Proxy.
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Examples of Director's Proxy Holder in a sentence

  • In addition, the Director's Proxy may provide that the Director's Proxy Holder may execute written consents in the name of and on the behalf of the Director granting such Director's Proxy, and any such written consent executed by such Director's Proxy Holder will be treated as if the Director granting such Director's Proxy had executed such written consent.

  • A Director's Proxy may be irrevocable, shall be in writing, shall be dated and shall not confer any power on the Director's Proxy Holder to make a decision on behalf of a Director to approve any Major Decision unless the Director's Proxy is specifically given to make such Major Decision with respect to the specific event giving rise to such Major Decision.

  • The Director granting any Director's Proxy, however, shall be responsible for all decisions made and actions taken by the Director's Proxy Holder in the exercise of such Director's Proxy to the same extent as he would be responsible if he had participated in the decision or had taken the action himself.

  • Any such Director who has granted a Director's Proxy shall be deemed present at a meeting for quorum purposes if his Director's Proxy Holder attends such meeting.

  • Also, the Director's Proxy may provide that delivery of notices of Directors' meetings and any other notices required or permitted by law to be given to the Director granting the Director's Proxy will be sufficient if given to the Director's Proxy Holder.

Related to Director's Proxy Holder

  • Parent Directors means the Directors elected or appointed pursuant to Articles 53 – 56 inclusive;

  • Parent Stockholders Meeting has the meaning set forth in Section 6.2(b).

  • Company Stockholders Meeting has the meaning set forth in Section 6.2(a).

  • Company Board of Directors means the board of directors of the Company.

  • New Directors means any director whose election by the Board or whose 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 were Present Directors or New Directors.