Authority of Committees. Subject to the Shareholders Agreement including but not limited to Section 3.1 through 3.5 thereof, to the extent specified by the Board, each committee may exercise the authority of the Board, except that a committee may not (i) approve or adopt, or recommend to the stockholders, any action or matter (other than the election or removal of a director) expressly required under law to be submitted to stockholders for approval or (ii) adopt, amend or repeal any bylaw of the company.
Authority of Committees. Unless the Board affirmatively acts by majority vote to provide a committee with decision-making authority, the committee must be deemed to be advisory only, such that it has no decision-making authority. In the event that the Board gives a committee decision-making authority, the meetings of that committee must be posted and held in accordance with the Open Meeting Law. A committee that has been given decision-making authority may exercise that authority only though the affirmative vote of a majority of the total members of the committee.
Authority of Committees. The Board of Directors may act by and through such committees as may be specified in resolutions adopted by a majority of the members of the Board of Directors. Each such committee shall have such duties and responsibilities as are granted to it from time to time by the Board of Directors. Each such committee shall at all times be subject to the control and direction of the Board of Directors. Each committee shall keep regular minutes of its proceedings. All committee recommendations are subject to the approval of the regular meeting of the Board.
Authority of Committees. The JDC shall only have the powers expressly assigned to it in this ARTICLE 2 and elsewhere in this Agreement and shall not have the authority to: (a) modify or amend the terms and conditions of this Agreement; (b) waive either Party’s compliance with the terms and conditions of under this Agreement; or (c) determine any such issue in a manner that would conflict with the express terms and conditions of this Agreement.
Authority of Committees. Each Committee shall have and may exercise all the authority of the Board to the extent provided in the resolution of the Board creating the committee and any subsequent resolutions adopted in like manner, except that no such committee shall have the authority to: (1) authorize or approve a distribution except according to a general formula or method prescribed by the Board, (2) approve or propose to shareholders actions or proposals required by the Washington Business Corporation Act to be approved by shareholders, (3) fill vacancies on the Board or any committee thereof, (4) amend the Articles of Incorporation pursuant to RCW 23B.10.020, (5) adopt, amend or repeal Bylaws, (6) approve a plan of merger not requiring shareholder approval, or (7) authorize or approve the issuance or sale of contract for sale of shares, or determine the designation and relative rights, preferences and limitations of a class or series of shares except that the Board may authorize a committee or a senior executive officer of the corporation to do so within limits specifically prescribed by the Board.
Authority of Committees. All committees shall make recommendations to the Board of Directors. No committee shall have the authority to act on behalf of the Board of Directors.
Authority of Committees. Any committee, team, task force or other body established by the Management Committee including the Technical, Tender and Accounting Committees shall have no authority other than to advise, and make non-binding recommendations to, the Management Committee. No such committee, team, task force or other body shall have any authority to bind any Party in any way.
Authority of Committees. The committees cannot change the terms and conditions of this Agreement without approval of the parties.
Authority of Committees
