Corporate Governance Services Clause Samples

Corporate Governance Services. (a) The Manager shall assist SFManagement with all aspects of the Company’s corporate governance which relates to Bermuda law and shall, in particular, assist with the conveying of board and shareholders meetings in Bermuda. (b) The Manager shall prepare all documentation of written resolutions passed by the Board and the board of directors of the Subsidiaries and the shareholder(s) of the Company and the Subsidiaries along with minutes from their respective meetings and shall, furthermore, be responsible for the same being signed and safely filed. SFManagement shall be provided with copies thereof. (c) The Manager shall assist the Company’s company secretary in preparing and implementing all aspects of the Company’s employee share option plan from time to time. (d) The Manager shall be responsible for the operation of the Company’s shareholder register. (e) The Manager shall be responsible for the corporate books and records of the Subsidiaries.

Corporate Governance Services. (a) The Manager shall prepare material for and, pursuant to such instructions as shall, from time to time, be provided by the chairman of the Board, prepare the documentation for the meetings of the Board. (b) The Manager shall be responsible for the implementation of all resolutions passed by the Board (unless a specific resolution identifies another service provider or person as responsible therefore). (c) The Manager shall assist the Board in preparing material for and convening the meetings of the Company’s shareholders and the subsequent follow-up and implementation of the resolutions passed therein.

Corporate Governance Services. (a) The Manager shall prepare material for and, pursuant to such instructions as shall be provided by the Chairman of the Board from time to time, prepare and circulate notices of the meetings of the Board to the directors of the Company. (b) The Manager shall prepare all written resolutions passed by the Board, the boards of directors of the Subsidiaries and the shareholder of the Subsidiaries along with minutes from their respective meetings and shall, furthermore, be responsible for the same being signed and filed with the minutes of the relevant corporation. (c) The Manager shall be responsible for the implementation of all resolutions passed by the Board and the board of directors of the Subsidiaries (unless a specific resolution identifies another service provider or person as responsible therefor). (d) The Manager shall assist the Company in preparing materials for and convening the meetings of the Company's shareholders and the subsequent follow-up and implementation of the resolutions passed therein. (e) The Manager shall, by way of designing and implementing necessary procedures, assist the Board in ensuring that the Group meets all applicable corporate governance requirements. (f) The Manager shall be responsible for maintaining the corporate books and records of the Company and the Subsidiaries. (g) The Manager shall assist the Company in complying with the requirements of all applicable securities laws, including the United States Securities Act of 1933 and the Securities Exchange Act of 1934.

Corporate Governance Services a. The Manager shall assist the Company Secretary in preparing material for and convening the meetings of the Board and the follow-up and implementation of the resolutions passed by the Board from time to time. b. The Manager shall assist the Company Secretary in preparing material for and convening the meetings of the Company's shareholders and the follow-up and implementation of the resolutions passed therein. c. The Manager shall assist the Company Secretary in preparing and implementing all aspects of the Company's employee share option plan from time to time. d. The Manager shall be responsible for the operation of the Company's shareholder register and any and all sub-registers thereof.

Corporate Governance Services. (a) The Manager shall assist FrontMan and the Secretary in preparing material for and convening the meetings of the Board and the follow-up and implementation of the resolutions passed by the Board from time to time. (b) The Manager shall assist the Secretary in preparing material for and convening the meetings of the Company’s shareholders and the follow-up and implementation of the resolutions passed therein. (c) The Manager shall assist the Secretary in preparing and implementing all aspects of the Company’s employee share option plan from time to time. (d) The Manager shall assist FrontMan in relation to the operation of the Company’s shareholder register and any and all sub-registers thereof. (e) The Manager shall oversee the performance by FrontMan of its obligations under the Corporate Administrative Services Agreement, propose, whenever appropriate, changes in the terms thereof to the Board and negotiate any amendments thereto on the Board’s behalf.

Corporate Governance Services. (a) The Submanager shall assist FrontMan in preparing material for and convening the meetings of the Board and the follow-up and implementation of the resolutions passed by the Board from time to time. (b) The Submanager shall assist FrontMan in preparing material for and convening the meetings of ▇▇▇▇▇▇▇ Limited’s shareholders and the follow-up and implementation of the resolutions passed therein. (c) The Submanager shall assist FrontMan in preparing and implementing all aspects of ▇▇▇▇▇▇▇ Limited’s long term incentive plans from time to time. (d) The Submanager shall assist FrontMan in relation to the operation of ▇▇▇▇▇▇▇ Limited’s shareholder register and any and all sub-registers thereof. (e) The Submanager shall oversee the performance by FrontMan of its obligations under the Corporate Administrative Agreement, propose, whenever appropriate, changes in the terms thereof to the Board and negotiate any amendments thereto on the Board’s behalf. (f) The services to be provided to ▇▇▇▇▇▇▇ Limited hereunder shall, where relevant, also be extended to the Operating Subsidiaries.

Corporate Governance Services. Property Partner shall assist the Company in the provision of general company secretarial services, including but not limited to, keeping statutory books and records, convening meetings of the members of the Company, appointment of nominee directors where necessary, meetings of the board of directors (the “Board”) and the shareholders of the subsidiaries and preparing adequate documentation for such meetings.