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SEC Filings

10-Q
BIOTIME INC filed this Form 10-Q on 08/09/2017
Entire Document
 

(e)
An Alternate Director shall alone be responsible for his actions and omissions, and shall not be deemed an agent of the Director who appointed him.
 
(f)
Every Alternate Director shall be entitled to receive, so long as he serves as a substitute, notice of meetings of the Board and of any relevant committees.
 
53.
Subject to applicable law, a Director who has ceased to hold office shall be eligible for re-election or re-appointment.
 
54.
The office of a Director shall, ipso facto, be vacated upon the occurrence of any of the following events:
 
(a)
Upon his death, or, if the Director is a company - upon its winding-up;
 
(b)
Should he be declared to be of unsound mind;
 
(c)
Should he become bankrupt;
 
(d)
Should he resign his office by notice in writing to the Company;
 
(e)
Should he be removed from office by written notice to the Company pursuant to Article 50 above.
 
55.
A Director shall not be required to hold qualification shares.
 
56.
A Director shall not be paid remuneration out of the funds of the Company for his services as a Director unless such remuneration is approved by a shareholders' resolution and pursuant to the Companies Law.
 
57.
Every Director shall be entitled to be reimbursed for his reasonable travel, hotel and other expenses related to his participation in meetings of the Board etc., and in fulfilling his office as a Director, against presentation of supporting documentation.
 
58.
For as long as the Debt Warrant (as defined in the Debt and Note Purchase Agreement) remains exercisable, and thereafter for as long as HBL holds any Shares, HBL shall be entitled to appoint, replace and dismiss, on its behalf, one (1) observer (the "HBL Observer") to the Board who shall be invited to and shall have the right to attend all meetings (including meetings held by any means of communication) of the Board in a non-voting capacity and to receive any and all notices, information, materials and proposed resolutions (including, without limitation, any proposed resolutions for adoption in writing) delivered to the members of the Board concurrently with the delivery thereof to the members of the Board; provided, however, that the HBL Observer may be excluded from any Board meeting or portion thereof and need not be provided such materials if the Board reasonably determines in good faith that such exclusion of the HBL Observer's attendance at such meeting or access to such information is necessary in order to preserve an attorney-client privilege or to avoid a conflict of interest between the Company and HBL.
 
PROCEEDINGS OF THE BOARD OF DIRECTORS
 
59.
Any Director may, at any time, convene a meeting of the Board. Meetings of the Board shall be held in such place as determined by the majority of the Directors.
 
[ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
 
50

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