Sentences with phrase «director by majority vote»

In this instance, the shareholders can remove a director by majority vote providing certain criteria is met.

Not exact matches

In April, they voted in favor of a shareholder proposal requiring annual majority rule votes for all directors, which Nabors has said they will abide by.

Submission to the NYSE re: Request by the U.S. Council of Institutional Investors that NYSE adopt a majority voting listing standard in uncontested elections of directors

Any incumbent director who is a director nominee and who does not receive a majority vote must promptly tender his or her offer of resignation as a director for consideration by the Board.

L. (Sept. 1, 2014), http://us.practicallaw.com/4-578-4485 [http://perma.cc/8XRK-A4YL](«It appears that ISS negative vote recommendations based on the perceived lack of board responsiveness to shareholder concerns (as evidenced by the failure to implement a successful shareholder proposal) was the leading factor associated with directors who failed to receive a majority of votes cast in an uncontested election in 2014.»)

Under the 2017 Plan, a change in control is defined to include (1) the acquisition by any person or company of more than 50 % of the combined voting power of our then outstanding stock, (2) a merger, consolidation, or similar transaction in which our stockholders immediately before the transaction do not own, directly or indirectly, more than 50 % of the combined voting power of the surviving entity (or the parent of the surviving entity), (3) a sale, lease, exclusive license, or other disposition of all or substantially all of our assets other than to an entity more than 50 % of the combined voting power of which is owned by our stockholders, and (4) an unapproved change in the majority of the board of directors.

that director nominees be selected, or recommended to the board of directors for selection, by majority vote of the independent directors or by a nomination committee comprised solely of independent directors.

The full vote has not been certified, Tribune Publishing's statement asserted, but «it is clear that all Tribune Directors were elected by a majority of the votes cast.»

Under these rules, a company of which more than 50 % of the voting power is held by an individual, a group or another company is a «controlled company» and may elect not to comply with certain corporate governance requirements of the, including (1) the requirement that a majority of the board of directors consist of independent directors, (2) the requirement that we have a nominating and corporate governance committee that is composed entirely of independent directors with a written charter addressing the committee's purpose and responsibilities and (3) the requirement that we have a compensation committee that is composed entirely of independent directors with a written charter addressing the committee's purpose and responsibilities.

that the compensation of our executive officers be determined, or recommended to the board of directors for determination, by majority vote of the independent directors or by a compensation committee comprised solely of independent directors; and

In the event that (i) the Board of Directors proposes, recommends, approves or otherwise submits to the shareholders of the Company, for shareholder action, a Deemed Liquidation Event, and (ii) a Holder has not received written notice from the holders of a majority of the shares of Key Holder Common Stock that such holders approve the Deemed Liquidation Event, then such Holder hereby agrees to vote (in person, by proxy or by action by written consent, as applicable) all shares of capital stock of the Company now or hereafter directly or indirectly owned of record or beneficially by such Holder against the Deemed Liquidation Event, to assert statutory dissenters» rights with respect to the Deemed Liquidation Event, and to take such other action in derogation of the Deemed Liquidation Event as shall be requested by the holders of a majority of the shares of Key Holder Common Stock in order to carry out the terms and provision of this Section x.y..

And many corporations that have adopted some sort of majority voting have adopted policies that nevertheless allow incumbent directors to remain on corporate boards even if their reelection was opposed by a majority of shareholders.

Under the default rule applicable to virtually every corporation in the United States, however, corporate directors are elected through a standard that guarantees that a director could be elected with even a single affirmative vote, even if that director's candidacy is opposed by the overwhelming majority of shareholders.

RiceBran Technologies (NASDAQ: RIBT and RIBTW)(the «Company»), a global leader in the production and marketing of value added products derived from rice bran, today announced that, based on preliminary noncumulative voting results reported by the independent inspector of elections (the «Inspector») following the Company's 2016 Annual Meeting of Shareholders (the «Annual Meeting»), a large majority of shareholders have voted on the WHITE proxy card for the Company's incumbent Board of Directors (the «Board»).

Should disagreements occur about what constitutes WHO Code compliance, The National Alliance for Breastfeeding Advocacy (NABA REAL) Code Help Center shall be consulted and a decision shall be determined by a majority vote of the Board of Directors.

Credo political director Murshed Zaheed called Schumer «the worst negotiator in Washington» and said he got «outmaneuvered» by Senate Majority Leader Mitch McConnellAddison (Mitch) Mitchell McConnellGOP lawmakers want Trump to stop bashing Congress Parkland father calls out Trump, McConnell, Ryan after Santa Fe shooting Overnight Finance: House rejects farm bill in conservative revolt NAFTA deal remains elusive as talks drag on Dodd - Frank rollback set for House vote MORE (R - Ky.).

The bylaws may be amended by majority vote of the Board of Directors, provided notification of the proposed amendment has been mailed to each member of the Board at least twenty (20) days prior to the meeting.

Then last month, the bank's executive directors voted by a small majority to continue funding the project (This Week, 31 October).

The executive director may be dismissed by a majority vote of the membership.

Target has ceded the issue to its shareholders, and asserted that because the change has been approved by a majority of the board of directors, it now only needs the affirmative vote of the majority of the outstanding shares of Target common stock voting at a meeting where the quorum requirement is met.

Removal shall be done by majority vote of the Board of Directors.

If a majority of the shareholders in interest of the Corporation, votes FOR the removal of the present Board of Directors by attending the meeting or by proxy by marking the appropriate space provided on the enclosed Proxy Card and by signing, dating and promptly returning the Proxy Card in the enclosed envelope then the present directors will be removed froDirectors by attending the meeting or by proxy by marking the appropriate space provided on the enclosed Proxy Card and by signing, dating and promptly returning the Proxy Card in the enclosed envelope then the present directors will be removed frodirectors will be removed from office.

If a majority of the shareholders in interest of the Corporation present at the meeting and entitled to vote either in person OR by proxy, votes FOR the elections of the new Board of six directors named in the annexed Proxy Statement, by attending the meeting or by proxy by marking the appropriate space on the enclosed Proxy Card and by signing, dating and promptly returning the enclosed Proxy Card in the enclosed envelope, then such new Board shall be elected provided only the present Board has been removed.

No approval by the Board of Directors shall be required and election of a nominee shall be by two - thirds majority of the eligible votes cast in a mail ballot at the time fixed for the next annual election ballot.

Except as otherwise specified in these Bylaws, all matters before the membership at an Annual or Special Meeting or by mail ballot, and all matters before the Board of Directors shall be decided by a majority of the eligible votes cast at the meeting or on the ballots.

Any vacancy, except in the office of President or Past President, occurring on the Board of Directors during a term of office shall be filled until the next annual election from among the qualified members of the Club by a majority vote of the remaining members of the Board of Directors.

Should any officer or director fail to participate, without just cause, in three actions requiring a vote, that person may be removed from office by a 2/3 majority of vote of the Board.

Larger grants must be reviewed and approved by a majority vote of the AMTC Board of Directors.

Meetings of the Board of Directors shall be held at such times and places as are designated by the President or by a majority vote of the entire Board Written notice of each such meeting shall be mailed by the Recording Secretary to each member of the Board at least fourteen days prior to the date of the meeting.

Other meetings of the Board of Directors shall be held at such times and places as may be designated by the President or by majority vote of the Board of Directors.

Any member may be suspended or expelled for the violation of this code of ethics by a majority vote of the Board of Directors of the CKCSC of Canada.

Earlier this year, it began taking soundings on shareholder democracy issues, including proposals on whether to ban slate voting and mandate majority voting, which would ensure all directors are elected by a majority of voting shareholders, advisory votes on compensation, and the effectiveness of the proxy voting system.

Global Proxy Watch's «Stars 2016» list named CCGG Executive Director Stephen Erlichman in connection with spearheading the lengthy drive by CCGG on majority voting, namely influencing the TSX to adopt a majority voting listing requirement in 2014 and helping to convince the federal government to bring Bill C - 25 forward in 2016.

Submission to the NASDAQ re: Request by the U.S. Council of Institutional Investors that NASDAQ adopt a majority voting listing standard in uncontested elections of directors

Submission to the NYSE re: Request by the U.S. Council of Institutional Investors that NYSE adopt a majority voting listing standard in uncontested elections of directors

July 16, 2015 — The Globe and Mail editorial regarding the need for majority voting in uncontested director elections and for shareholder involvement in the director nomination process endorses the positions espoused by CCGG.

Chapter of the California Association of Marriage and Family Therapists, and that the above bylaws are as adopted at a meeting of the board of directors held on March 5, 2016 and by majority vote of the membership as recorded in print and electronic ballots distributed that were mailed and sent out, January 4, 2016 and received by January 27, 2016 per Articles VIIG (4) and XVB above.

Any affiliation established with an Institute, Society or Council subsequent to January 1 of 1993 may be terminated by a majority vote of the National Association's Board of Directors with such disaffiliation to take effect immediately unless otherwise specified by the Board of Directors.

Expenditures for the purpose of acquiring ownership of real property to be used for the offices of the National Association shall require approval by a majority vote of the Board of Directors.

Resignations of local boards shall be considered and acted upon by the Board of Directors of the National Association; provided, however, that any local board tendering its resignation shall not be delinquent in its dues to the National Association, and provided further, that such resignation shall state the reasons therefore and shall verify that at least a majority of all its REALTOR ® Members shall have voted in favor of such resignation.

Two motions were passed by a majority vote: one calling for the immediate reinstatement of the former executive director; the other calling for four members of the current executive committee of the Board of Directors to resign, including Larry Estabrooks as president, Hodges Hamm as first vice - president / president - elect, Austin Drisdell as second vice-president and secretary treasurer Maurice Frennette.

How would you like to be a member of an organization wherein you, a paying member (upon whom said organization depended for its existence), turned out to be an organization that truly was tuned in to its lifeblood contributors... because... you in fact were a shareholder in a for - profit, constitutionally privately owned (by you, a shareholder) association which had no choice but to listen to and take heed of what its directors (the majority of all 100,000 of its shareholders) voted for (monetarily as well as via one vote per member).

These amounts can be respectively doubled by a simple majority vote of CREA's board of directors; any further funding must be approved at the association's General Assembly meeting.

Any member of the Hearing Panel not voting with the majority may dissent from all or any portion of the findings or decision and may file a dissent in writing with the Professional Standards Administrator for consideration by the Directors at the same time the decision is considered.