Common use of Establishment and Powers Clause in Contracts

Establishment and Powers. The Board of Directors may, by resolution adopted by a majority of the Directors in office, establish one or more committees to consist of one or more Directors of the Company. Any committee, to the extent provided in the resolution of the Board of Directors, shall have and may exercise all of the powers and authority of the Board of Directors except that a committee shall not have any power or authority as to the following: (1) The creation or filling of vacancies in the Board of Directors; (2) Action on any matter that requires unanimous approval of the entire Board of Directors; (3) The amendment of this Agreement; (4) The amendment or repeal of any resolution of the Board of Directors; (5) Action on matters committed by a resolution of the Board of Directors to another committee of the Board.

Establishment and Powers. The Board board of Directors directors may, by resolution adopted by a majority of the Directors directors in office, establish one or more committees to consist of one or more Directors directors of the Companycorporation. Any committee, to the extent provided in the resolution of the Board board of Directorsdirectors, shall have and may exercise all of the powers and authority of the Board board of Directors directors except that a committee shall not have any power or authority as to the following: (1) The submission to shareholders of any action requiring approval of shareholders under the Business Corporation Law. (2) The creation or filling of vacancies in the Board board of Directors; (2) Action on any matter that requires unanimous approval of the entire Board of Directors;directors. (3) The adoption, amendment or repeal of this Agreement;these bylaws. (4) The amendment or repeal of any resolution of the Board of Directors;board that by its terms is amendable or repealable only by the board. (5) Action on matters committed by a resolution of the Board board of Directors directors to another committee of the Boardboard.

Establishment and Powers. The Board board of Directors directors may, by resolution adopted by a majority of the Directors directors in office, establish one or more committees to consist of one or more Directors directors of the Companycorporation. Any committee, to the extent provided in the resolution of the Board board of Directorsdirectors, shall have and may exercise all of the powers and authority of the Board board of Directors directors except that a committee shall not have any power or authority as to the following: (1) The submission to shareholders of any action requiring approval of shareholders under the PBCL; (2) The creation or filling of vacancies in the Board board of Directors; (2) Action on any matter that requires unanimous approval of the entire Board of Directorsdirectors; (3) The adoption, amendment or repeal of this Agreementthese bylaws; (4) The amendment or repeal of any resolution of the Board board of Directors;directors that by its terms is amendable or repealable only by the board; and (5) Action on matters committed by a resolution of the Board of Directors board exclusively to another committee of the Boardboard of directors.