G Director definition
Examples of G Director in a sentence
The Nominating Committee shall be composed of the two Co-Chief Executive Officers (who shall act as co-chairmen of the committee) and two other directors, one a G Director and the other an H Director.
The Company agrees that the executive committee of the Board of Directors (the "Executive Committee") shall consist of no more than seven members, including (i) for so long as the Purchasers are entitled to designate members to the Board of Directors, the Series G Director Designees or Designee of the Purchasers, (ii) the Chairman of the Board of Directors, (iii) the Chief Executive Officer of the Company and (iv) the Chief Operating Officer of the Company.
The Corporation's nominee or nominees for G Director shall be selected by the persons then serving as G Directors and the Corporation's nominee or nominees for H Director shall be selected by the persons then serving as H Directors.
In the event of a vacancy on the Board of Directors such that there is less than the required number of G Directors, the remaining G Directors shall elect an additional director who shall fill the vacancy as a G Director; in the event that a vacancy on the Board of Directors results in there being less than the required number of H Directors, the remaining H Directors shall elect an additional director who shall fill the vacancy as an H Director.
The Corporation's slate of nominees for director shall include the number of nominees for G Director and for H Director such that the election of all proposed nominees would result in an equal number of G Directors and H Directors immediately after the election.
In the event of the resignation, death, removal or disqualification of a Series G Director, GE shall have the right to designate a replacement director.
The Series G Holders, subject to the prior written consent of GE, may remove any Series G Director at any time and from time to time, with or without cause (subject to the Certificate of Vote, the Bylaws of the Company as in effect from time to time and any requirements of law), in their sole discretion.
Each of the Series D Director, Series E Directors, Series F Director and Series G Director shall have the right to be designated for election on the Company’s compensation committee or any other committee of the Board of Directors.
Except where prohibited by applicable law or where required by applicable listing standards or to obtain the benefit of an applicable rule or regulation (such as Rule 16b-3 or the exemptions provided under IRC §162(m)), each committee of the Company’s Board of Directors shall include at least one Series C, Series D or Series G Director.
The Company shall use commercially reasonable efforts to maintain its Key Person and Directors and Officers liability insurance providing coverage of not less than $5,000,000 until such time as the Board of Directors (including the Series F Director, the Series G Director and at least two other Preferred Directors) determines that such insurance should be discontinued.