Board of Directors’ Audit Committee Sample Clauses

Board of Directors’ Audit Committee. Development of skills to identify fraud, corruption, money laundering and financing of terrorism, gifts and conflict of interest risks by Cenit’s managers, officers and contractors
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Board of Directors’ Audit Committee. ▪ To make recommendations about the operation and efficacy of the compliance Manual ▪ To see to the update of the evaluation of the risk of corruption, fraud and management of the money laundering risk, ensuring that it is included as part of the risk assessment and strategic plans. ▪ To analyze the risks of reports of corruption, fraud and management of the money laundering and financing of terrorism risks, regarding the policies and control activities and to make recommendations regarding them. ▪ To know and make recommendations regarding the results of the evaluations of the denouncements related to corruption, fraud and management of the money laundering and financing of terrorism risks. ▪ To make follow up and make recommendations regarding the effectiveness of the systems for the prevention of corruption, fraud and management of the money laundering and financing of terrorism risks. ▪ To verify the adequate disclosure of information regarding corruption, fraud, money laundering and financing of terrorism events ▪ To recommend to the Board of Directors the guidelines, policies, principles and measures to be applied regarding the fight against corruption ▪ To monitor the adequate application and efficacy of the anti – corruption strategy. ▪ To request the reports, the execution of the investigations or special works that it considers as pertinent for the adequate performance of its duties ▪ To know and make follow up of the denouncements of corruption and accounting and financial fraud that affect Cenit’s financial statements, as well as of those denouncements regarding issues related to ethics that are of its competence ▪ To know the report presented by the Ethics and Compliance Officer regarding the fight against corruption and to recommend actions that strengthen that fight. ▪ To review the adequacy of the procedures for the receipt, conservation and treatment of the claims related to accounting systems and reporting of financial data, internal Control system, Internal Audit, External and / or statutory audits, including the procedure to file anonymous complaints, denouncements and claims by the Company’s employees
Board of Directors’ Audit Committee. On or prior to June 30, 2020, (i) appoint two additional directors to the Board of Directors of the Borrower that are “independent” (within the meaning of the listing rules of the NYSE or NASDAQ), (ii) establish an audit committee pursuant to a charter approved by the Board of Directors of the Borrower (and which committee shall include the directors appointed pursuant to the preceding clause (i)) which shall consist of at least two directors from the Board of Directors of the Borrower, each of which (or, if there are more than two directors on the audit committee, a majority of which) must be “independent” (within the meaning of the listing rules of the NYSE or NASDAQ) and (iii) establish policies relating to related party transactions requiring that all transactions by the Borrower or any Subsidiary with Affiliates of the Borrower (other than transactions of the type described in Section 6.07(b)) must be on terms no less favorable to the Borrower or such Subsidiary, as applicable, than would be obtained in a comparable arm’s-length transaction with a person that is not an Affiliate.

Related to Board of Directors’ Audit Committee

  • The Board of Directors Trustees of the Fund shall promptly notify the Company in writing of its determination of the existence of an irreconcilable material conflict and its implications.

  • Audit Committee (A) The Audit Committee shall be composed of five members who shall be selected by the Board of Directors from its own members, none of whom shall be an officer of the Company, and shall hold office at the pleasure of the Board.

  • Parent Board of Directors The Board of Directors of Parent will take all actions necessary such that two members of Company's Board of Directors reasonably acceptable to Parent, at least one of whom is an independent director of the Company's Board of Directors, shall be appointed to Parent's Board of Directors as of the Effective Time with a term expiring at the next annual meeting of Parent's stockholders.

  • Board of Directors Meetings The Company shall use its best efforts to ensure that meetings of its Board of Directors are held at least four times each year and at least once each quarter.

  • Board of Directors Approval The Board of Directors of the Buyer --------------------------- shall have approved, ratified and affirmed the execution and delivery of this Agreement and the consummation of the transactions contemplated hereby.

  • Executive Committee (A) The Executive Committee shall be composed of not more than nine members who shall be selected by the Board of Directors from its own members and who shall hold office during the pleasure of the Board.

  • Board of Directors The Board of Directors of the Company is comprised of the persons set forth under the heading of the Pricing Prospectus and the Prospectus captioned “Management.” The qualifications of the persons serving as board members and the overall composition of the board comply with the Exchange Act, the Exchange Act Regulations, the Xxxxxxxx-Xxxxx Act of 2002 and the rules promulgated thereunder (the “Xxxxxxxx-Xxxxx Act”) applicable to the Company and the listing rules of the Exchange. At least one member of the Audit Committee of the Board of Directors of the Company qualifies as an “audit committee financial expert,” as such term is defined under Regulation S-K and the listing rules of the Exchange. In addition, at least a majority of the persons serving on the Board of Directors qualify as “independent,” as defined under the listing rules of the Exchange.

  • Chairman of the Board of Directors The Chairman of the Board of Directors, if there be one, shall preside at all meetings of the Limited Partners and of the Board of Directors. The Chairman of the Board of Directors shall be selected from time to time by the Board of Directors. The Chairman of the Board of Directors shall also perform such other duties and may exercise such other powers as may from time to time be assigned by this Agreement or by the Board of Directors.

  • Board of Directors; Officers The Board of Directors and officers of Sub immediately prior to the Effective Time shall be the Board of Directors and officers, respectively, of the Surviving Corporation, until the earlier of their respective resignations or the time that their respective successors are duly elected or appointed and qualified.

  • Board of Directors or Board The persons holding such office, as of any particular time, under the Articles of Incorporation of the Company, whether they be the Directors named therein or additional or successor Directors.

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