Governance Information. The School shall provide the following information to the District’s Choice Programming Office before the dates, identified below:
a) Charter Board membership (i.e., names/contact info, terms) - August 15;
b) Charter Board member conflict of interest disclosures – August 15
c) Current Bylaws – within ten (10) business days after any material changes, and
d) Current Articles of Incorporation – within ten (10) business days after any material changes.
Governance Information. (a) Each Holder agrees that the Company shall be governed in accordance with this Agreement, the certificate of incorporation of the Company and the by-laws of the Company, as well as any policies adopted in accordance with the foregoing, in each case, as each may be amended or supplemented from time in accordance therewith. Each Management Holder hereby agrees to be bound by and to act in accordance with the Policies.
(b) In addition to the powers and authorities granted hereunder specifically conferred upon the Board, authority and power to exercise all powers of the Company pursuant to this Agreement or otherwise and do all lawful acts and things as are not by applicable Law, the Company’s organizational documents or this Agreement expressly required to be exercised or done by the Holders or any of them is hereby expressly conferred upon the Board. All determinations by the Board required or permitted pursuant to the terms of this Agreement shall be binding and conclusive, so long as they are made in good faith.
(c) The Company shall furnish to the Apollo Group the annual, quarterly and monthly consolidated financial reports of the Company and its Subsidiaries promptly after the preparation thereof. The Company shall permit the Apollo Group and such Persons as it may designate to visit and inspect any of the properties of the Company and its Subsidiaries, examine the Company’s and any of its Subsidiaries’ books and records and take copies and extracts therefrom, discuss the affairs, finances and accounts of the Company and its Subsidiaries with the Company’s and any of its Subsidiaries’ officers, employees and public accountants (and the Company, on behalf of itself and each of its Subsidiaries, hereby authorizes such accountants to discuss with such Holder and such designees such affairs, finances and accounts) during normal business hours and upon reasonable notice. The Apollo Group is expressly permitted to share confidential information of the Company and its Subsidiaries with any potential purchaser of its Common Shares or any potential purchaser of the Company; provided that such potential purchaser executes a customary confidentiality agreement with the Apollo Group or the Company in order to preserve the confidentiality of such information.
Governance Information. The School shall provide the following information to the District’s Superintendent or designee before the dates, identified below:
a) Charter Board membership (i.e., names/contact info, start and end of terms) - August 31;
b) Charter Board member conflict of interest disclosures – August 31
c) Current Bylaws – within ten (10) business days after any material changes, and
d) Current Articles of Incorporation – within ten (10) business days after any material changes.
Governance Information. (i) Provide the name of each board member and indicate the board member’s committee participation and whether the member is “independent” within the meaning of National Instrument 52-110 - Audit Committees or an “Unrelated Director” within the meaning of the Listing Manual. • Total Directors/Unrelated Directors: 0/0 • Total Directors/Unrelated Directors on the Audit Committee: 0/0 • Total Directors/Unrelated Directors on the Compensation Committee (if applicable): 0/0 • Total Directors/Unrelated Directors on the Nominating and Corporate Governance Committee (if applicable): 0/0
(ii) Does the applicant comply with the corporate governance requirements set out in Sections 10.02, 10.03, 10.04 and 10.05 of the Listing Manual: ☐Yes ☐No
(iii) Explain how corporate governance requirements set out in Sections 10.02, 10.03, 10.04 and 10.05 of the Listing Manual are met:
(iv) Provide the quorum requirement for a meeting of securityholders set out in Section 10.07 of the Listing Manual:
Governance Information a) Charter Board membership (i.e., names/ contact info, terms) – September 15.
b) Charter Board member conflict of interest disclosures – September 15.
c) Current Bylaws – within ten (10) business days after any material changes.
d) Current Articles of Incorporation – within ten (10) business days after any material changes.
