RXII » Topics » Stockholder Recommendations of Director Candidates

This excerpt taken from the RXII DEF 14A filed Apr 23, 2009.
Stockholder Recommendations of Director Candidates
 
The policy of the Nomination and Governance Committee is that a stockholder wishing to submit recommendations for director candidates for consideration by the Nomination and Governance Committee for election at an annual meeting of shareholders must do so in writing to the Corporate Secretary. Such recommendations must be received at our principal executive offices not less than 60 days and not more than 90 days prior to the anniversary date of the immediately preceding annual meeting of the stockholders. The written recommendation must include the following information:
 
  •  A statement that the writer is a stockholder and is proposing a candidate for consideration.


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  •  The name and contact information for the candidate.
 
  •  A statement of the candidate’s business and educational experience.
 
  •  Information regarding the candidate’s qualifications to be a director.
 
  •  The number of shares of our common stock, if any, owned either beneficially or of record by the candidate and the length of time such shares have been so owned.
 
  •  The written consent of the candidate to serve as a director if nominated and elected.
 
  •  Information regarding any relationship or understanding between the proposing stockholder and the candidate.
 
  •  A statement that the proposed candidate has agreed to furnish us all information as we deem necessary to evaluate such candidate’s qualifications to serve as a director.
 
As to the stockholder giving the notice, the written recommendation must state the name and address of the stockholder and the number of shares of our common stock which are owned beneficially or of record by the shareholder.
 
Any recommendations in proper form received from stockholders will be evaluated in the same manner that potential nominees recommended by our Board members or management are evaluated.
 
This excerpt taken from the RXII DEF 14A filed Jun 18, 2008.
Stockholder Recommendations of Director Candidates
 
The policy of the Nomination and Governance Committee is that a stockholder wishing to submit recommendations for director candidates for consideration by the Nomination and Governance Committee for election at an annual meeting of shareholders must do so in writing to the Secretary. Such recommendations must be received at our principal executive offices not less than 60 days and not more than 90 days prior to the anniversary date of the immediately preceding annual meeting of the stockholders. The written recommendation must include the following information:
 
  •  A statement that the writer is a stockholder and is proposing a candidate for consideration.
 
  •  The name and contact information for the candidate.
 
  •  A statement of the candidate’s business and educational experience.
 
  •  Information regarding the candidate’s qualifications to be a director.
 
  •  The number of shares of our common stock, if any, owned either beneficially or of record by the candidate and the length of time such shares have been so owned.


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Table of Contents

 
  •  The written consent of the candidate to serve as a director if nominated and elected.
 
  •  Information regarding any relationship or understanding between the proposing stockholder and the candidate.
 
  •  A statement that the proposed candidate has agreed to furnish us all information as we deem necessary to evaluate such candidate’s qualifications to serve as a director.
 
As to the stockholder giving the notice, the written recommendation must state the name and address of the stockholder and the number of shares of our common stock which are owned beneficially or of record by the shareholder.
 
Any recommendations in proper form received from stockholders will be evaluated in the same manner that potential nominees recommended by our Board members or management are evaluated.
 
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