Constitution and nature Clause Samples

Constitution and nature. The Grupo is governed by the provisions of this agreement, by the applicable cooperative and capital company legislation and by all the regulations in force from time to time for credit institutions. The member institutions shall have full independence, their own legal personality and autonomy of management, administration and governance, except for that which is expressly delegated to the head institution of the Grupo. In particular and without limitation, the head entity shall be delegated all the powers included in this agreement and, in particular, those indicated in clause twelfth, in the event that (i) the Board of Directors of the head entity has approved the activation of the recovery plan drawn up in accordance with Law 11/2015 of 18 June 2015 on the recovery and resolution of credit institutions and investment services companies (hereinafter, "Law 11/2015"); or (ii) the Grupo fails or is expected to fail to comply with prudential requirements in accordance with the applicable regulations; or (iii) the head entity considers that there are objective elements according to which it is reasonably foreseeable that the necessary circumstances exist or may exist in the near future for the opening of a resolution process pursuant to article 19 of Law 11/2015, of one or more member entities or of the Grupo itself; or (iv) a resolution process of the Grupo is opened pursuant to article 19 of Law 11/2015; or (v) the competent supervisor so decides, as a preventive measure, pursuant to article 9 of Law 11/2015 on early action measures once the necessary conditions are met pursuant to article 8 of the same Law 11/2015; or (vi) the opening of an insolvency proceeding is foreseen; or (vii) a resolution process of the Grupo is foreseen pursuant to article 8 of the same Law 11/2015, or (viii) a resolution process of the Grupo is opened pursuant to article 19 of Law 11/2015, or the same is effectively declared, of any of the Grupo entities. The occurrence of any of the events in the preceding paragraph will activate the "Special Powers Delegation Date", which will last for as long as the situation that gave rise to its activation continues to exist. The Grupo is configured as a single functional entity that integrates its member entities to meet the purposes set out in this agreement.