How does NASDAQ apply the look back set forth in Listing Rule 5605(a)(2)(D)?
Listing Rule 5605(a)(2)(D) precludes a director from being independent if the director is, or has a Family Member who is, a partner in, or a controlling Shareholder or an Executive Officer of, any organization to which the company made, or from which the company received certain payments in the current or any of the past three fiscal years. If the director is currently a partner in, controlling shareholder of, or executive officer of an entity which has made or received such payments, then the individual is not eligible to be an independent director. However, if the director ceases to be associated with the entity, then the director is not precluded from being an independent director under this paragraph of the Rule.
Related Questions
- Can a company rely on the "exceptional and limited circumstances" provision as set forth in Listing Rule 5605(c)(2)(B) if it has three or more independent directors on its audit committee?
- May a company rely on the "exceptional and limited circumstances" provision as set forth in Listing Rule 5605(c)(2)(B) if it has three or more independent directors on its audit committee?
- Must a company obtain approval from NASDAQ in order to utilize the "exceptional and limited circumstances" according to Listing Rule 5605(e)(3)?
