Common use of Composition and Meetings of the Compensation Committee Clause in Contracts

Composition and Meetings of the Compensation Committee. 1.1 The Compensation Committee comprises not less than two Directors, including at least one A Director and at least one B Director. 1.2 The initial composition of the Compensation Committee shall be Xxxx Xxxxx, Xxxxx Xxxx, Xxxxxxxxx Xxx Xxxxx and up to 3 members identified by MDLZ prior to Closing. 1.3 The chairman of the Compensation Committee shall be appointed by the A Shareholder. 1.4 The chairman will ensure that the Committee receives information and papers in a timely manner to enable full and proper consideration to be given to the issues. 1.5 The quorum for meetings of the Compensation Committee is two of its members which must include one A Director and one B Director. 1.6 No one other than a Committee member is entitled to attend meetings of the Compensation Committee but others may attend by invitation. The Compensation Committee may invite any officer, director, employee of or adviser to the Group to attend for all or part of any meeting as and when appropriate and necessary. 1.7 Meetings of the Compensation Committee are to be held at least twice in each Financial Year and at such other times as determined by the Compensation Committee. Any of the Committee members may request a meeting of the Compensation Committee if he or she considers it necessary. 1.8 At least 10 Business Days’ written notice of a Compensation Committee meeting shall be given to each member of the Compensation Committee and any other person required to attend. Supporting papers shall be sent to the Compensation Committee members and to other attendees as appropriate, at the same time. 1.9 No Committee member shall participate in any discussion or decision on their own compensation.

Composition and Meetings of the Compensation Committee. 1.1 The Compensation Committee comprises not less than two Directors, including at least one A Director and at least one B Director. 1.2 The initial composition of the Compensation Committee shall be Xxxx Xxxxx, Xxxxx Xxxx, Xxxxxxxxx Xxx Xxxxx and up to 3 2 members identified by MDLZ prior to Closing. 1.3 The chairman of the Compensation Committee shall be appointed by the A Shareholder. 1.4 The chairman will ensure that the Committee receives information and papers in a timely manner to enable full and proper consideration to be given to the issues. 1.5 The quorum for meetings of the Compensation Committee is two of its members which must include one A Director and one B Director. 1.6 No one other than a Committee member is entitled to attend meetings of the Compensation Committee but others may attend by invitation. The Compensation Committee may invite any officer, director, employee of or adviser to the Group to attend for all or part of any meeting as and when appropriate and necessary. 1.7 Meetings of the Compensation Committee are to be held at least twice in each Financial Year and at such other times as determined by the Compensation Committee. Any of the Committee members may request a meeting of the Compensation Committee if he or she considers it necessary. 1.8 At least 10 Business Days’ written notice of a Compensation Committee meeting shall be given to each member of the Compensation Committee and any other person required to attend. Supporting papers shall be sent to the Compensation Committee members and to other attendees as appropriate, at the same time. 1.9 No Committee member shall participate in any discussion or decision on their own compensation.