Board of Commissioners. If the grievance remains unresolved, the affected employee with or without union representation, shall, within 14 days of completion of action at Step 2 hereof, submit it to the BOC by submission of all memoranda and materials submitted or received at previous steps of this grievance procedure. The BOC shall have 21 days in which to respond to the grievance.
Board of Commissioners. 4.1 QIH acknowledges and agrees that it shall not have the right to nominate and/or appoint directors on the board of directors of Indosat.
4.2 The Parties agree that they shall procure that the Company, subject to applicable laws and regulations, votes its shares in Indosat in favour of the appointment or re-appointment of at least five commissioners to the board of commissioners of Indosat. Of these commissioners, one commissioner shall be a person nominated by QIH in consultation with AMHC, provided that QIH shall cease to be entitled to nominate such commissioner if its Shareholding Percentage is less than 12 per cent. at any time. In the event that the Company is unable to procure the appointment of such person nominated by QIH due to legal or regulatory constraints or pursuant to any order, direction or instruction of or on behalf of any governmental or regulatory authority or body, as the case may be, the Shareholders shall consider alternative arrangements to assist in the appointment of such person nominated by QIH.
4.3 Further, notwithstanding any provision in this Agreement:
4.3.1 the Shareholders agree, as at the date of this Agreement, that (i) control of Indosat remains with STTC, through its control of AMHC and (ii) QIH does not have the ability to vote, or direct the voting of, or the power to dispose, or direct the disposition of, Indosat shares or other securities; and
4.3.2 each Shareholder shall procure that all persons nominated by them (if any) as commissioners to the board of commissioners of Indosat pursuant to Clause 4.2, shall attend meetings and at all times vote or abstain from voting in accordance with the instructions of (i) the Lead Director or (ii) the resolutions of the Shareholders or Board, as the case may be.
4.3.3 Each Shareholder agrees that:
(i) all persons nominated by it as commissioners to the board of commissioners of Indosat pursuant to Clause 4.2 shall when that Shareholder ceases to be a Shareholder or when such Shareholder is no longer entitled to appoint them pursuant to Clause 4.2 or when such persons are otherwise removed, resign pursuant to resignation letters in the agreed form (and which form is attached as Appendix A) without any liability or cost to the Indosat, promptly (and in any event within three Business Days of such event);
(ii) when any person nominated by it as commissioner to the board of commissioners of Indosat pursuant to Clause 4.2, fails for any reason to at all times vote or abstain fro...
Board of Commissioners. The Xxxxxx County Board of Commissioners.
Board of Commissioners. (1) The Board of Commissioners acts as supervisor or controller of the Company business carried out by the Management Board.
(2) The Board of Commissioners consists of a Principal Commissioner and as many as four (4) other Commissioners.
(3) The members of the Board of Commissioners are nominated and dismissed by the General Meeting of the Shareholders. Commissioners are nominated for a period of three (3) years and their terms can be extended, or, without lessening the right of the General meeting of the Shareholders, they can be dismissed.
(4) The members of the Board of Commissioners may receive honoraria and other support, the types and amounts to be determined by the General Meeting of the Shareholders.
(5) If for some reason a position on the Board of Commissioners becomes vacant, within thirty (30) calendar days of the vacancy occurring, a General Meeting of the Shareholders must be called in order to fil1 the position according to the stipulations in clause (3).
(6) Candidate members for the Board of Commissioners are proposed by TELKOM and RHP with the following stipulations:
a. TELKOM has the right to propose at least two (2) candidates to fill 1 position as Principal Commissioner, and two (2) candidates to fill 1 Commissioner position.
b. RHP is empowered to propose at least six (6) candidates to fill Commissioner positions.
(7) Vacancies as defined in clause (5) must be filled by candidates that are proposed by shareholders, as explained in clause (6).
Board of Commissioners. (A) Except as otherwise provided under Section 6 hereof, the governing body of the MVTA shall be its Board which will consist of a representative of each MVTA Party as provided in this Agreement. Each Party shall appoint one commissioner, one alternate commissioner, and a staff member who shall serve on the Technical Work Group. The alternate commissioner and the Technical Work Group member may be the same person. The commissioner appointed by each Party shall be a member of that Party’s governing body; the alternate commissioner need not be a member of the Party’s governing body. Each Party has one vote. If a Party’s commissioner is not present at a meeting of the Board of Commissioners, the alternate may vote. Metropolitan Council members who represent the Cities of the MVTA and a duly appointed representative from Dakota County and other representatives of municipalities or political subdivisions, as may be approved by the Board from time to time, may serve as non-voting ex officio members of the Board. The terms of office of each commissioner and alternate commissioner shall be determined by the Party making the appointment. In January of each year, or as soon thereafter as the Party representatives to the Board are appointed, the Party shall provide to the MVTA in writing the name(s) of the appointed representative(s).
(B) A commissioner or alternate may be removed by the Party appointing the commissioner with or without cause.
(C) Commissioners and alternates shall serve without compensation from the MVTA.
(D) A majority of the MVTA commissioners (including alternates, in the absence of commissioners) shall constitute a quorum of the Board. Attendance by a quorum of the Board shall be necessary for conducting a meeting of the Board. The Board may take action at a meeting upon the affirmative vote of a majority of the commissioners present at a meeting,
(E) The Board may adopt Bylaws to govern its meetings.
(F) As the first order of business at the January meeting of each year, the Board shall elect a chair, a vice chair, a secretary-treasurer, and such other officers as it deems necessary to conduct its business and affairs. The current chair shall facilitate these elections. In the event that the current chair is no longer his/her Party’s representative to the MVTA, the vice chair shall facilitate the election process. In the event that both the vice chair and chair are no longer its Party’s representative to the MVTA, the Board shall decide on anot...
Board of Commissioners. (a) Except as otherwise provided under Section 6 hereof, the governing body of the Commission shall be itsthe Board which will consist of seven commissioners. Each Party shall appoint two commissioners (“original commissioners”) from each Party and a seventhone at large commissioner will be, all as appointed by the Board as describedset forth below. Class 1, 2, and 3 commissioners must reside in the City they are appointed to represent. The Class 4 Commissioner shall reside or maintain a principal place of business in one of the Cities which is a Party to this Agreement.
(b) There shall be four classes of commissioners. The term of each commissioner in Class 1 shall expire on December 31, 1987, and every three years thereafter. The term of each commissioner in Class 2 shall expire on December 31, 1988, and every three years thereafter. The term of each commissioner in Class 3 shall expire on December 31, 1989, and every three years thereafter. The six original commissioners shall be appointed to Classes 1 through 3 by draw, provided that no two commissioners appointed by a Party shall be members of the same class. At all times two commissioners shall be assigned to Class 1, two commissioners shall be assigned to Class 2, and two commissioners shall be assigned to Class 3. A seventh commissioner shall be assigned to Class 4 beginning January 1, 1988. As of January 1, 2000 the Class 4 commissioner shall be appointed by the Board. Thereafter the term of the Class 4 commissioner shall expire on December 31, 2003, and every three years thereafter. No Class 4 commissioner shall serve more than two consecutive terms. The successor of each of the commissioners shall be appointed to the same class as the successor’s predecessor. One commissioner appointed by each Party must include a City Council member, inclusive of the Mayor, currently serving in office. A commissioner who is a Council member of a Party shall cease to be a commissioner, even if the term for which the commissioner was appointed has not expired, if (a) the commissioner ceases to be a member of the Council of the appointing Party, and (b) no other Council member of the appointing Party is then a Class 1, 2 or 3 commissioner. In such event, a Council member of the appointing Party shall be appointed by the appointing Party to serve the remainder of the term created by the vacancy.
Board of Commissioners. 15.1 The Board of Commissioners shall consist of three (3) members, two (2) to be nominated by Smartag and one (1) to be nominated by PTSMS.
15.2 The Board of Commissioners shall exercise a supervisory function over the Board of Directors and shall have powers and authority as laid down in the Articles of Association.
15.3 All decisions and resolutions of the Board of Commissioners shall be carried only if unanimously agreed upon.
Board of Commissioners. 7.4.1 Subject to the provisions of Clauses 7.4.2 and 7.4.4, each of Xxxxxxxxx and the PT AM Party shall be entitled to nominate for appointment to the Board of Commissioners, five and three Commissioners respectively and shall be entitled to remove and replace each such Commissioner from time to time. A nomination made by a Shareholder under this Clause 7.4 shall be binding on each other Shareholder.
7.4.2 For so long as a Shareholder holds not less than thirty (30) per cent of the Shares, it shall be entitled to nominate, remove and replace at least three Commissioners. Where a Shareholder holds not less than twenty (20) per cent but less than thirty (30) per cent of the Shares, it shall be entitled to nominate, remove and replace two Commissioners. Where a Shareholder holds not less than fifteen (15) per cent but less than twenty (20) per cent of the Shares, it shall be entitled to nominate, remove and replace one Commissioner. A Shareholder shall not be entitled, under this Agreement, to nominate (remove and replace) any Commissioner to the Board of Commissioners if its holding of Shares is less than fifteen (15) per cent of the Shares. As it applies to Xxxxxxxxx, this Clause is subject to Clauses 7.4.1 and 7.4.4.
7.4.3 The President Commissioner shall be nominated by Xxxxxxxxx.
Board of Commissioners. 7.4.1 Subject to the provisions of Clauses 7.4.2 and 7.4.4, each of Xxxxxxxxx and the PT AM Party shall be entitled to nominate for appointment to the Board of Commissioners, five and three Commissioners respectively and shall be entitled to remove and replace each such Commissioner from time to time. A nomination made by a Shareholder under this Clause 7.4 shall be binding on each other Shareholder.
7.4.2 For so long as a Shareholder holds not less than thirty (30) per cent of the Shares, it shall be entitled to nominate, remove and replace at least three Commissioners. Where a Shareholder holds not less than twenty (20) per cent but less than thirty (30) per cent of the Shares, it shall be entitled to nominate, remove and replace two Commissioners. Where a Shareholder holds not less than fifteen (15) per cent but less than twenty (20) per cent of the Shares, it shall be entitled to nominate, remove and replace one Commissioner. A Shareholder shall not be entitled, under this Agreement, to nominate (remove and replace) any Commissioner to the Board of Commissioners if its holding of Shares is less than fifteen (15) per cent of the Shares. As it applies to Xxxxxxxxx, this Clause is subject to Clauses 7.4.1 and 7.4.4.
7.4.3 The President Commissioner shall be nominated by Xxxxxxxxx.
7.4.4 For so long as Xxxxxxxxx has the largest holding of shares of any Shareholder, Xxxxxxxxx shall be entitled to nominate for appointment to the Board of Commissioners a total number of Commissioners which is two greater than the number of Commissioners all other Shareholders are, in aggregate, entitled to nominate for appointment, and to remove and replace any such Director from time to time.
7.4.5 Each Shareholder shall vote its Shares to give effect to the binding nominations of the members of the Board of Commissioners which have been made by a Shareholder in exercise of a right under this Agreement (but not otherwise). Each Shareholder shall be entitled, for so long as it has a nomination right under this Agreement pursuant to Clause 7.2.2, to remove and replace at any time any of its nominees on the Board of Commissioners and in such event each Shareholder shall vote its Shares so as to give effect to the appointment of the nominated replacement to the Board of Commissioners in further exercise of rights under clause 7.2.2 (but not otherwise).
7.4.6 In the event of a vacancy on the Board of Commissioners caused by the death, retirement, resignation or removal of a membe...
Board of Commissioners. A. The affairs of the LPD shall be administered by a Board of Commissioners (the "Board"). The Board shall consist of four commissioners, two from each of the Cities as set forth herein.