Proper person definition

Proper person means the registered owner or last prior transferee, whether or not described as fiduciary for another, or his or her authorized agent, legal representative or successor to his or her interest by operation of law.
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Proper person means any person (including the estate or personal representative of a director) who was or is a party or is threatened to be made a party to any threatened, pending, or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, and whether formal or informal, by reason of the fact that he is or was a director, officer, employee, fiduciary or agent of the corporation, or is or was serving at the request of the corporation as a director, officer, partner, trustee, employee, fiduciary or agent of any foreign or domestic profit or nonprofit corporation or of any partnership, joint venture, trust, profit or nonprofit unincorporated association, limited liability company, or other enterprise or employee benefit plan. The corporation shall indemnify any Proper Person against reasonably incurred expenses (including attorneys' fees), judgments, penalties, fines (including any excise tax assessed with respect to an employee benefit plan) and amounts paid in settlement reasonably incurred by him in connection with such action, suit or proceeding if it is determined by the groups set forth in Section 4 of this Article that he conducted himself in good faith and that he reasonably believed (i) in the case of conduct in his official capacity with the corporation, that his conduct was in the corporation's best interests, or (ii) in all other cases (except criminal cases), that his conduct was at least not opposed to the corporation's best interests, or (iii) in the case of any criminal proceeding, that he had no reasonable cause to believe his conduct was unlawful. Official capacity means, when used with respect to a director, the office of director and, when used with respect to any other Proper Person, the office in a corporation held by the officer or the employment, fiduciary or agency relationship undertaken by the employee, fiduciary, or agent on behalf of the corporation. Official capacity does not include service for any other domestic or foreign corporation or other person or employee benefit plan. A director's conduct with respect to an employee benefit plan for a purpose the director reasonably believed to be in the interests of the participants in or beneficiaries of the plan is conduct that satisfies the requirement in (ii) of this Section 1. A director's conduct with respect to an employee benefit plan for a purpose that the director did not reasonably believe to be in the interests of the participants in or beneficiari...
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Proper person means the registered owner or last prior transferee, whether or not described as fiduciary for another, or the person's authorized agent, legal representative, or successor to the person's interest by operation of law.
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Examples of Proper person in a sentence

  • Directors resolving that the Director is not a Fit and Proper person.

  • No person shall be appointed as an "A" Director of the Company unless the person has certified that he or she is a Fit and Proper person or has otherwise been determined to be a Fit and Proper person in accordance with the Fit and Proper Policy.

  • Where the Council considers the proposed HMO Manager not to be a Fit and Proper person the Council will not issue a Licence to that person.

  • Subject to Article 12.3A(a), the appointment of a "B" Director takes effect after the last to occur of the passing of a resolution by the "B" Directors appointing the person as a "B" Director and the passing of a resolution by the Directors that the nominee is a Fit and Proper person to be appointed as a Director.

  • A nominee is appointed as an Alternate Director following the passing of a resolution by the Directors that the nominee is a Fit and Proper person to be appointed as an Alternate Director.

  • A Director can receive remuneration for their work as a Director as outlined in the “Fit and Proper person policy”.

  • Where a person is found not to be a 'Fit and Proper' person to hold a licence, this information will be stored within the Council's records and shared as necessary with other Departments and Local Housing Authorities.

  • As stated within Section 8 of the Hackney Carriage and Private Hire Licensing Policy, an Operator must be able to demonstrate what steps they are taking to ensure that any licensed driver or member of staff who they employ are, and remain, a Fit and Proper person.

  • However if a complaint is made that alleges a breach of Council policy or condition, or is likely to question/undermine the Operator’s or a drivers Fit and Proper person status, the Operator shall within 24 hours from the date of receipt of any complaint, notify the Council in writing outlining the circumstances of the complaint.

  • No person shall be appointed as an Alternate Director of a "B" Director unless the person has certified that he or she is Fit and Proper or has otherwise been determined to be a Fit and Proper person in accordance with the Fit and Proper Policy.


More Definitions of Proper person

Proper person means a person who:
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Proper person means any bank or person whose business includes undertaking the safe custody of deeds or documents or any lawyer or firm of lawyers;
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Proper person means the person designated by the Chief Executive or anyone to whom he has delegated the task of designation;
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Proper person means the registered owner or last prior transferee, whether
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Related to Proper person

  • Other Person means a person who is not a council member or an employee.

  • Older person means an individual who is at least fifty-five (55) years of age and qualified to reside in a Housing For Older Persons Project.

  • Person means an individual or corporation, partnership, trust, incorporated or unincorporated association, joint venture, limited liability company, joint stock company, government (or an agency or subdivision thereof) or other entity of any kind.

  • Excluded Person means each Defendant, the directors and officers of each Defendant, the subsidiaries or affiliates of each Defendant, the entities in which each Defendant or any of that Defendant’s subsidiaries or affiliates have a controlling interest and the legal representatives, heirs, successors and assigns of each of the foregoing.

  • Reasonable person means a reasonable person under similar circumstances and with similar identities to the victim.

  • Elderly person means any person 65 years of age or older who is not subject to the provisions of ORS 441.640 to 441.665.

  • juridical person means any legal entity duly constituted or otherwise organised under applicable law, whether for profit or otherwise, and whether privately-owned or governmentally-owned, including any corporation, trust, partnership, joint venture, sole proprietorship or association;

  • Acquired Person means, with respect to any specified Person, any other Person which merges with or into or becomes a Subsidiary of such specified Person.

  • Handyperson means a person who is not a tradesperson and whose duties include the performance of routine repair work and maintenance in and about the employer’s premises.

  • Unrestricted Person means (a) each Indemnitee, (b) each Partner, (c) each Person who is or was a member, partner, director, officer, employee or agent of any Group Member, a General Partner or any Departing General Partner or any Affiliate of any Group Member, a General Partner or any Departing General Partner and (d) any Person the General Partner designates as an “Unrestricted Person” for purposes of this Agreement.

  • Controlling Person With respect to any Person, any other Person who “controls” such Person within the meaning of the Securities Act.

  • natural person means any natural person having the nationality of either Contracting Party in accordance with its laws.

  • Protected Person means: (i) the members of the Board; (ii) the Administrator and its Affiliates; (iii) any Member; (iv) any Officer; or (v) any Person who serves at the request of the Board on behalf of the Company as an officer, director, partner, member, stockholder or employee of any other Person.

  • Excluded Entity means each of the Hong Kong Disneyland Entities, the Shanghai Project Entities and the Specified Project Entities.

  • Subject Person has the meaning assigned to such term in the definition of “Consolidated Net Income”.

  • Ultimate controlling person means that person which is not controlled by any other person.

  • Supervised Person means directors, officers and partners of an Adviser (or other persons occupying a similar status or performing similar functions), employees of an Adviser, and any other person who provides advice on behalf of an Adviser and is subject to the Adviser’s supervision and control.

  • Restricted Party As defined in the definition of “Privileged Information Exception” in this Agreement.

  • Constituent Person has the meaning set forth in Section 5.04(b).

  • Controlling Interest means: (1) an ownership interest or participating interest in a business entity by virtue of units, percentage, shares, stock, or otherwise that exceeds 10 percent; (2) membership on the board of directors or other governing body of a business entity of which the board or other governing body is composed of not more than 10 members; or (3) service as an officer of a business entity that has four or fewer officers, or service as one of the four officers most highly compensated by a business entity that has more than four officers. Subsection (3) of this section does not apply to an officer of a publicly held business entity or its wholly owned subsidiaries.

  • Investment Person means all Portfolio Managers of Loomis Sayles and other Advisory Persons who assist the Portfolio Managers in making and implementing investment decisions for an Investment Company or other client of Loomis Sayles, including, but not limited to, designated Research Analysts and traders of Loomis Sayles. A person is considered an Investment Person only as to those client accounts or types of client accounts as to which he or she is designated by Personal Trading Compliance or the Chief Compliance Officer as such. As to other accounts, he or she is simply an Access Person.

  • relevant person means, in relation to premises in respect of which there is in force a premises licence -

  • Entity means any corporation (including any non-profit corporation), general partnership, limited partnership, limited liability partnership, joint venture, estate, trust, company (including any company limited by shares, limited liability company or joint stock company), firm, society or other enterprise, association, organization or entity.

  • Controlling Affiliate means an Affiliate that directly or indirectly Controls the Hotel and/or Controls the entity that Controls the Hotel.

  • Professional person means a mental health professional and also means a physician, registered nurse, and such others as may be defined in rules adopted by the secretary pursuant to the provisions of this chapter.