Composition of Committees. (a) Without limiting Article II, Section 7 of these Bylaws, the Board of Directors shall have and maintain as standing committees an Audit Committee, a Compensation Committee, a Nominating Committee (which, during the Specified Period, shall consist of the Legacy South State Directors Nominating Committee and the Legacy CenterState Directors Nominating Committee) and a Risk Committee.
(b) The Board of Directors may by resolution (which, during the Specified Period, shall require the affirmative vote of at least seventy-five (75%) of the Entire Board of Directors) establish any committees not expressly contemplated by these Bylaws composed of directors as they may determine to be necessary or appropriate for the conduct of business of the Corporation and may prescribe the composition, duties and procedures thereof.
(c) During the Specified Period, each committee of the Board of Directors (other than the Legacy South State Directors Nominating Committee and the Legacy CenterState Directors Nominating Committee) shall (a) have at least four (4) members and, (b) be composed of fifty percent (50%) Legacy South State Directors and fifty percent (50%) Legacy CenterState Directors (subject to compliance with any independence requirements, and any other requirements, for membership on the applicable committee under the rules of the Designated Exchange). During the Specified Period, the chairman of the Audit Committee and Risk Committee shall be a Legacy South State Director and the chairman of the Nominating Committee and Compensation Committee shall be a Legacy CenterState Director (subject to compliance with any independence requirements, and any other requirements, for membership on the applicable committee under the rules of the Designated Exchange). At any time during the Specified Period in which an Executive Committee is in existence, the chairman of the Executive Committee shall be Mx. Xxxxxx X. Hill, Jr. and Mx. Xxxx X. Corbett shall serve as a member of the Executive Committee.
(d) As of the Effective Time, the Board of Directors shall constitute a Legacy CenterState Directors Nominating Committee, which shall be comprised of all of the Legacy CenterState Directors who satisfy the independence requirements (and any other requirements) for nominating committee membership under the rules of the Designated Exchange. At the end of the Specified Period, the Legacy CenterState Directors Nominating Committee shall be automatically disbanded.
(e) As of the Effect...
Composition of Committees. Each study committee will consist of six (6) people, three (3) of whom shall be appointed by the School Committee and three (3) by the New Bedford Educators Association, Inc.
Composition of Committees. Each employee organization that has been exclusively recognized as an exclusive bargaining representative in the District pursuant to EERB may voluntarily participate on the health and safety committee at each work location and each one that does may select one representative assigned to that work location to serve on the committee. A representative of management/confidential employees at that work location may also serve on the committee. For purposes of this Agreement, LRCEA representatives on such health and safety committees shall be appointed by the LRCEA President. The work location safety officer will assume responsibility for coordinating meetings of the work location safety committee.
Composition of Committees. From the Effective Time until 24 months after the Effective Time, unless otherwise determined by at least 75 percent of the Entire Board of Directors, the Board shall have only four committees: Executive, Audit, Nominating and Compensation, and Risk Management (the “Required Committees”). From the Effective Time until 24 months after the Effective Time, the Required Committees will be composed of 50 percent independent Continuing Yadkin Directors and 50 percent independent Continuing Vantage Directors. The Nominating and Compensation Committee will be chaired by a Continuing Yadkin Director and the Risk Management and Audit Committee will be chaired by a Continuing Vantage Director.
Composition of Committees. The size of the Committee shall consist of equal members of Management representatives and Union representatives. In smaller facilities, there shall be a Union appointed Safety representative.
Composition of Committees. The Strategic Operating Committee shall consist of eight (8) members, of whom four (4) members shall be nominated by the Company and four (4) members shall be nominated by the Bank. The Marketing Committee shall consist of six (6) members, of whom three (3) members shall be nominated by the Company and three (3) members shall be nominated by the Bank. One (1) of each Party’s designees to the Marketing Committee shall be the Program Manager. Any member nominated to any such committee by the Company is herein referred to as a “Company Designee” and any member nominated to any such committee by the Bank is herein referred to as a “Bank Designee”. As of the Effective Date, the Company Designees and Bank Designees to the Strategic Operating Committee and the Marketing Committee will have the titles specified in Schedule 3.2(b). Each Party shall at all times have as one of its designees on the Strategic Operating Committee the Person with overall responsibility for the performance of the Program within his or her respective corporate organization, which in the case of the Bank, shall be the Chief Client Officer of the Credit Card business of the Bank. The Bank and the Company may each substitute its designees to the Strategic Operating Committee or the Marketing Committee from time to time so long as its designees continue to satisfy the above requirements, provided that, each Party shall provide the other Party with as much prior notice of any such substitution as is reasonably practicable under the circumstances.
Composition of Committees. Only independent directors meeting the applicable NYSE and SEC requirements shall serve on the standing committees. Subject to the requirements set forth in Exhibit A, the composition of each committee and the independence of the directors shall be reviewed annually by the Board.
Composition of Committees. (a) During the Specified Period, each committee of the Board of Directors shall (a) have at least four (4) members and, (b) be composed of fifty percent (50%) Legacy Chemical Directors and fifty percent (50%) Legacy TCF Directors (subject to compliance with any independence requirements, and any other requirements, for membership on the applicable committee under the rules of the Designated Exchange).
(b) The Board of Directors shall constitute a Legacy TCF Directors Nominating Committee, which shall be comprised of all of the Legacy TCF Directors who satisfy the independence requirements (and any other requirements) for nominating committee membership under the rules of the Designated Exchange. At the end of the Specified Period, the Legacy TCF Directors Nominating Committee shall be automatically disbanded.
(c) The Board of Directors shall constitute a Legacy Chemical Directors Nominating Committee, which shall be comprised of all of the Legacy Chemical Directors who satisfy the independence requirements (and any other requirements) for nominating committee membership under the rules of the Designated Exchange. At the end of the Specified Period, the Legacy Chemical Directors Nominating Committee shall be automatically disbanded.
Composition of Committees. A. The Promotion Committee will consist of the Vice President for Academic Affairs or designee who will serve as Chair (non-voting); five (5) tenured faculty at-large members chosen through the division (with no more than one from each of the five (5) academic areas listed in section 2.A below), a tenured union representative (non-voting and non-participatory);A Compliance Officer (either the Vice President for Human Resources or Vice President for Diversity, Equity and Inclusion) (non-voting and non- participatory), and two (2) Deans’ Council representatives.
B. The Tenure Committee will consist of the Vice President for Academic Affairs or designee who will serve as Chair (non-voting); five (5) tenured, faculty at-large members chosen through the division (with no more than one from each of the five (5) academic areas listed in section 2.A below), a tenured union representative (non-voting and non-participatory); a Compliance Officer (either the Vice President for Human Resources or Vice President for Diversity, Equity and Inclusion) (non-voting and non- participatory), and two (2) Deans’ Council representatives.
C. The Sabbatical Committee will consist of the Vice President for Academic Affairs or designee who will serve as Chair (non-voting); five (5) tenured faculty, at-large members chosen through the division (with no more than one from each of the five (5) academic areas listed in section 2.A below), a tenured union representative (non-voting and non-participatory); a Compliance Officer (either the Vice President for Human Resources or Vice President for Diversity, Equity and Inclusion) (non-voting and non- participatory), and two (2) Deans’ Council representatives.
Composition of Committees. During the Specified Period, (i) the Board of Directors shall maintain the following standing committees (each, a “Standing Committee”): an Audit Committee, a Compensation Committee and a Nominating and Corporate Governance Committee and (ii) each committee of the Board of Directors (including each Standing Committee) shall be comprised of three or four members, with at least one qualified Continuing First Data Director on each Committee. During the Specified Period, a Continuing First Data Director shall be the chair of the Compensation Committee.