Governance of Subsidiaries. Except as determined in accordance with Section 7.2(j)(vi) and Section 7.6, the agreements regarding organization, management and governance with respect to Subsidiaries and the responsibilities of the Members with respect thereto shall be substantially equivalent to those of the Company, with appropriate changes to reflect their positions as Subsidiaries of the Company.
Governance of Subsidiaries. The Company shall take all steps as are necessary to cause the provisions of this Section 7.2 and Article 69 of the Articles of Association to apply, mutatis mutandis and to the extent possible under applicable law, to the governance of any Subsidiary, including, without limitation, the composition of the board of directors for any such Subsidiary.
Governance of Subsidiaries. The Company will cause each controlled Subsidiary to refrain from taking any action that is described in Sections 6(a), 6(b) or 6(c) above, unless and until the action has been approved by the Board of Directors in the manner described in the appropriate section.
Governance of Subsidiaries. (a) The Company shall cause the board of directors of each Subsidiary, to the extent permitted by applicable law, to be the same size as the Board and to include directors nominated by Shareholders of the Company in the same proportion as each such Shareholder is represented on the Board. The right of nomination by each Shareholder shall also carry the right to remove or replace the director so nominated, and if a nominating Shareholder ceases to meet the requirements set out in Section 4.3(a), such Shareholder shall immediately cause the directors on the board of each Subsidiary appointed by such Shareholder to resign or be removed. The Shareholders shall cause their nominees on the boards of directors of the Subsidiaries to vote in the manner determined by the Board and shall cause any director who fails to vote in such manner to be removed. The Company shall cause the quorum and voting arrangements and other procedures with respect to the boards of directors of the Subsidiaries, as well as other corporate governance matters, to the extent permitted by applicable law, to be the same as those set forth in Section 4 with respect to the Board and the Company.
(b) In addition to such other limitations as may be provided in the Charter Documents, the following acts of NJPV shall require the prior written approval of the Shareholders of at least seventy-five percent (75%) of the outstanding Series A Preferred Shares, the Shareholders of at least seventy-five percent (75%) of the outstanding Series B Preferred Shares and the Shareholders of at least seventy-five percent (75%) of the outstanding Series C Preferred Shares:
(i) any amendment to NJPV’s Charter Documents;
(ii) the liquidation, termination or dissolution of NJPV;
(iii) any increase of the registered capital of NJPV or transfer of any equity or interest in NJPV;
(iv) the sale, lease, transfer or other disposition of all or substantially all of the assets of NJPV or any merger or consolidation of NJPV with or into any other business entity; and
(v) any issuance of Equity Securities of NJPV.
Governance of Subsidiaries. 2.10.1 Subject to applicable Laws, the board of directors of each of Hydro One Inc. and Hydro One Networks Inc. shall be constituted to have the same members as the Board unless the Board determines otherwise.
2.10.2 Hydro One shall cause each of its wholly-owned Hydro One Entities, and shall use all commercially reasonable efforts to cause each of its other Hydro One Entities, to manage and operate its business and affairs on a basis that permits Hydro One to comply with its obligations under Sections 2.1.1 and 2.1.2.
2.10.3 Hydro One shall use its best efforts to cause each of its wholly-owned Hydro One Entities, and shall use all commercially reasonable efforts to cause each of its other Hydro One Entities, to manage its business and affairs on a basis that facilitates and is consistent with the Province complying with its obligations under Section 2.1.3.
2.10.4 Hydro One shall cause each of its wholly-owned Hydro One Entities to, and shall use all commercially reasonable efforts to cause each of its other Hydro One Entities to, comply with their respective obligations under the EA and the OEB Act.
Governance of Subsidiaries. The Stockholders agree that the board of directors of each subsidiary of the Company shall be appointed to reasonably reflect the interests of the Stockholders. Any Major Stockholder may require that the board of directors of any subsidiary of the Company be comprised of a number of directors equal to the number of directors of the Company. In such event, the directors of such subsidiary shall be appointed in the manner provided herein with respect to the designation of the Board of Directors.
Governance of Subsidiaries. The Parties shall cause the JV to cause the board of directors of each Subsidiary, to the extent permitted by Applicable Law, to be the same size as the Board and to include directors nominated by the Shareholders in the same proportion as such Shareholder is represented on the Board. The Parties shall cause the JV to cause the quorum and voting arrangements and other procedures with respect to the boards of directors of the Subsidiaries, as well as other corporate governance matters, to the extent permitted by Applicable Law, to be the same as those set forth in this Article IV with respect to the Board and the JV.
Governance of Subsidiaries. Each party hereto will use its best efforts to procure that the Operating Subsidiary and any other Group Company take actions only as directed or permitted by the Company's Board of Directors.
Governance of Subsidiaries. All directors of the PRC Subsidiary and any other direct or indirect subsidiary of the Group Companies shall be appointed and removed only by the Company pursuant to action of the Board. Each of the Covenantors shall procure that all corporate actions of the PRC Subsidiary and any direct or indirect subsidiary of the Company shall be pursuant to action by the Board.
Governance of Subsidiaries. 4.1 Each Director of the Company from time to time shall be appointed as a director of each Subsidiary of the Company.
4.2 The provisions of clauses 3.3(e), (f), (g), (h), (i) and 3.4(a), (b), (c), (d) and (e) shall apply, mutatis mutandis, in relation to each Subsidiary in the same way as they apply in the Company and its Subsidiaries.
