Can officers and/or directors of the foreign parent organization or one of its affiliates also serve as an officer and/or director of the cleared company?
No. There can be no interlocking relationships under the Proxy Agreement (PA) and Voting Trust Agreement (VTA). However, under the Special Security Agreement (SSA), the foreign shareholder can appoint a representative(s) (referred to in the SSA as the “Inside Director”) to the company’s board of directors consistent with the requirements of the board composition identified in Article 1.01 of the DSS draft SSA. Other than the Inside Director position(s), there can be no other interlocking relationships.
Related Questions
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