Board of Directors Committee Sample Clauses

Board of Directors Committee. Within 90 days after the Effective Date, Extendicare shall create a committee as part of its Board of Directors (hereinafter “Board of Directors Committee”).
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Board of Directors Committee. (a) Except as otherwise provided in section 2.1(b) below, the Plan shall be administered by the Board of Directors (the "Board") of the Corporation. (b) At such time and so long as the Corporation has a class of securities registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Plan shall be administered by a Committee (the "Committee") consisting of at least two members of the Board of Directors appointed by the Board of Directors of the Corporation. None of the members of the Committee shall be an officer or other employee of the Corporation. It is the intention of the Corporation that, so long as the Corporation has a class of securities registered pursuant to the Exchange Act, the Plan shall be administered, in accordance with the provisions of Section 4 hereof, by "disinterested persons" within the meaning of Rule l6b-3 under the Exchange Act, but the authority and validity of any act taken or not taken by the Committee shall not be affected if any person administering the Plan is not a disinterested person. Except as specifically reserved to the Board under the terms of the Plan, the Committee shall have full and final authority to the Board under the operate, manage, and administer the Plan on behalf of the Corporation. Action by the Committee shall require the affirmative vote of a majority of all members thereof.
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Board of Directors Committee. Vencor currently has an Audit and Compliance Committee ("Board Committee") that serves as part of its Board of Directors. During the term of this CIA, this committee shall: a) review the adequacy of Vencor's system of internal controls, accounting policies, financial reporting practices, and the quality and integrity of Vencor's financial reporting to Federal health care programs; b) ensure that Vencor adopts and implements policies and procedures designed to ensure that Vencor complies with all applicable statutes, regulations, policies, and this CIA; c) ensure that Vencor has a system in place to respond to Federal, state, internal, and external reports of quality of care issues and that such system functions adequately; and d) ensure that Vencor adopts and implements policies and procedures that are designed to ensure that each individual that is cared for at a Vencor facility receives at least the highest level of care required by law. The individuals who serve on the Board Committee shall be available to the Compliance Officer, the Monitors, and the Independent Review Organization(s) ("IROs") (as these terms are described in Section III.D) required under this CIA, to respond to any issues or questions that might arise. The names of the Board Committee members and the Charter for the committee shall be provided to the OIG within ninety (90) days of the Effective Date of this CIA. When new members are appointed, or the responsibilities or authorities of the Board Committee are substantially changed, Vencor shall notify the OIG, in writing, within fifteen (15) days of such a change.
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Board of Directors Committee. Within 90 days after the Effective Date, GGNSC shall create a committee as part of its Board of Directors (hereinafter “Board of Directors Committee”).
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Board of Directors Committee. Bxxxxxx currently has a Quality Committee as part of its Board of Directors to provide oversight on quality of care issues (“Quality Assurance Monitoring Committee”). This committee shall continue to: (a) review the adequacy of Beverly’s system of internal controls, quality assurance monitoring, and patient care; (b) ensure that Beverly’s response to state, Federal, internal, and external reports of quality of care issues is complete, thorough, and resolves the issue(s) identified; and Bxxxxxx Quality Amendment: 2004 (c) ensure that Bxxxxxx adopts and implements policies and procedures that are designed to ensure that each individual cared for at a Bxxxxxx facility receives the highest practicable physical, mental and psychosocial level of care attainable. The individuals who serve on this committee shall be readily available to the Compliance Officer, the Sr. Vice President of Professional Services, and the Monitors to respond to any issues or questions that might arise. When new members are appointed, or the responsibilities or authorities of the Board committee are substantially changed, Bxxxxxx shall notify the OIG, in writing, within fifteen (15) days of such a change.
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Board of Directors Committee. Bxxxxxx currently has a Quality Committee as part of its Board of Directors to provide oversight on quality of care issues (“Quality Assurance Monitoring Committee”). This committee shall continue to: (a) review the adequacy of Beverly’s system of internal controls, quality assurance monitoring, and patient care; (b) ensure that Beverly’s response to state, Federal, internal, and external reports of quality of care issues is complete, thorough, and resolves the issue(s) identified; and (c) ensure that Bxxxxxx adopts and implements policies and procedures that are designed to ensure that each individual cared for at a Bxxxxxx facility receives the highest practicable physical, mental and psychosocial level of care attainable. The individuals who serve on this committee shall be readily available to the Compliance Officer, the Sr. Vice President of Professional Services, the Monitors, and the Independent Review Organization(s) required under this Amendment to respond to any issues or questions that might arise. The names of the Board members and the charter for the committee shall be provided to the OIG within ninety (90) days after the effective date of this Amendment. When new members are appointed, or the responsibilities or authorities of the Board committee are substantially changed, Bxxxxxx shall notify the OIG, in writing, within fifteen (15) days of such a change.
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Related to Board of Directors Committee

  • The Board of Directors of Buyer shall have approved this Agreement and Buyer's acquisition of the Assets contemplated hereby.

  • 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 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.

  • Leave, Board of Directors A nurse who is elected to the Board of Directors of the Ontario Nurses' Association, other than to the office of President, shall be granted upon request such leave(s) of absence as she or he may require to fulfill the duties of the position. Reasonable notice - sufficient to adequately allow the Hospital to minimize disruption of its services shall be given to the Hospital for such leave of absence. Notwithstanding Article 10.04, there shall be no loss of seniority or service for a nurse during such leave of absence. Leave of absence under this provision shall be in addition to the Union leave provided in Article 11.02

  • 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.

  • 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 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.

  • 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.

  • 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. (B) The Executive Committee shall have all the powers of the Board of Directors when it is not in session to transact all business for and in behalf of the Company that may be brought before it. (C) The Executive Committee shall meet at the principal office of the Company or elsewhere in its discretion at such times to be determined by a majority of its members, or at the call of the Chairman of the Executive Committee or at the call of the Chairman of the Board of Directors. The majority of its members shall be necessary to constitute a quorum for the transaction of business. Special meetings of the Executive Committee may be held at any time when a quorum is present. (D) Minutes of each meeting of the Executive Committee shall be kept and submitted to the Board of Directors at its next meeting. (E) The Executive Committee shall advise and superintend all investments that may be made of the funds of the Company, and shall direct the disposal of the same, in accordance with such rules and regulations as the Board of Directors from time to time make. (F) In the event of a state of disaster of sufficient severity to prevent the conduct and management of the affairs and business of the Company by its directors and officers as contemplated by these By-Laws any two available members of the Executive Committee as constituted immediately prior to such disaster shall constitute a quorum of that Committee for the full conduct and management of the affairs and business of the Company in accordance with the provisions of Article III of these By-Laws; and if less than three members of the Trust Committee is constituted immediately prior to such disaster shall be available for the transaction of its business, such Executive Committee shall also be empowered to exercise all of the powers reserved to the Trust Committee under Article III Section 2 hereof. In the event of the unavailability, at such time, of a minimum of two members of such Executive Committee, any three available directors shall constitute the Executive Committee for the full conduct and management of the affairs and business of the Company in accordance with the foregoing provisions of this Section. This By-Law shall be subject to implementation by Resolutions of the Board of Directors presently existing or hereafter passed from time to time for that purpose, and any provisions of these By-Laws (other than this Section) and any resolutions which are contrary to the provisions of this Section or to the provisions of any such implementary Resolutions shall be suspended during such a disaster period until it shall be determined by any interim Executive Committee acting under this section that it shall be to the advantage of the Company to resume the conduct and management of its affairs and business under all of the other provisions of these By-Laws.

  • Meeting of the Board of Directors The Board of Directors of the Company may hold meetings, both regular and special, within or outside the State of Delaware. Regular meetings of the Board may be held without notice at such time and at such place as shall from time to time be determined by the Board. Special meetings of the Board may be called by the President on not less than one day’s notice to each Director by telephone, facsimile, mail, telegram or any other means of communication, and special meetings shall be called by the President or Secretary in like manner and with like notice upon the written request of any one or more of the Directors.

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