Officers and Their Duties Sample Clauses

Officers and Their Duties. 3.4.1 The Chief Executive Director, under the direction and subject to the supervision of the BHASO Governing Board, shall have the power and authority to: (i) Prepare, review, modify and present to the BHASO Governing Board for approval the LLC’s annual budget; (ii) Execute contracts for the provision of services and operation of the LLC, including leases for rental of real and personal property; (iii) Take necessary and appropriate steps on behalf of the BHASO Governing Board to ensure the LLC’s compliance with all statutory and funding requirements; (iv) Exercise supervision over all personnel in the organization except for positions that the BHASO Governing Board may by Resolution designate as reporting directly to the BHASO Governing Board; and (v) Take other actions as directed by the BHASO Governing Board. 3.4.2 GRBHASO shall be composed of divisions with sufficient staffing necessary to carry out its operations. Key administrative functions shall include, but not be limited to: information technology and support; fiscal management and accounting; clinical management; utilization and care management; quality management and compliance; and Substance Use Disorder services and coordination. A detailed organizational plan/structure for carrying out these functions shall be approved by Resolution of the Governing Board after considering the recommendations of the Chief Executive Director.
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Officers and Their Duties. SECTION 1. The officers of the Commission shall consist of a Chairman, Vice-Chairman, and a Secretary. SECTION 2. The Chairman shall be the presiding officer at all meetings and hearings of the Commission and shall perform his duties as described by proper parliamentary procedure. SECTION 3. Under parliamentary procedure the Chairman’s general duties are: to open and call the meeting to order; to announce the business to be conducted; to recognize persons which are regularly moved or necessarily rise in the course of proceedings and to announce the result of the vote; to vote only to break a tie vote and to refrain from debate on any question to be voted on; to protect the Commission from unnecessary or frivolous motions by not recognizing them; to speed up proceedings as much as possible; to require order and sincerity in meetings; to inform the group present to a point of order or a practice pertinent to pending business; and to authenticate, by his signature when necessary, all acts, orders, and proceedings of the Commission. SECTION 4. The Chairman shall be one of the citizen members of the Commission. He/she shall conduct business only for the benefit of the Commission involved and shall reflect no personal prejudice in any matter.
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Officers and Their Duties. 3.4.1 The officers of the Eastern Trail Management District shall consist of a President, Vice President, Secretary, and Treasurer. 3.4.2 The President presides at all meetings of the Board of Directors, and has the authority to appoint all committees, to call all meetings, and to preside over executive sessions. 3.4.3 The Vice President acts for the President in the President’s absence. 3.4.4 The Secretary is responsible for the minutes and records of the Board of Directors, notice of the meetings, and correspondence of the Board of Directors. The Secretary must keep a record of all resolutions, votes, transactions, correspondence, findings and conclusions of the Board of Directors. Records are deemed public, unless deemed exempt under Title 1 M.R.S.A. section 402, and may be inspected upon request. 3.4.5 The Treasurer shall keep records of all transactions, track income and expenditures, and request distribution of funds from the Board of Directors.
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Officers and Their Duties. Managers, at their first meeting and at each annual meeting, shall elect a Chief Executive Officer, Chief Operating Officer and Chief Financial Officer to hold office until their death, resignation or removal, or until their successors are elected and qualify, whichever shall first occur. Any person may hold two or more offices. Any vacancy in any of said offices may be filled by the Managers. Managers may, from time to time, by resolution or by election appoint such other officers as the Managers deem advisable, prescribe their duties, fix their compensation and prescribe any reasonable bonding requirement to holding office, and all such appointed officers shall be subject to removal at any time by vote or written consent of a majority of all Managers. All officers and agents of the Company shall be chosen and appointed in such manner and shall hold their offices for such terms as the Managers may by resolution prescribe. The officers of the Company shall have the following duties and powers: (a) The Chairman shall preside at all meetings of the Managers and of the Members of the Company. He shall formulate general policy for the Company and shall perform such other duties as are normally incident to the office or as may be prescribed by the Managers. The Chairman may execute any and all documents and instruments on behalf of the Company as have been authorized by the Managers, except such documents and instruments, the signing and execution of which has been expressly delegated and reserved by this Agreement or the Managers to some other officer or agent of the Company, or as shall be required by law to be otherwise executed. Unless otherwise ordered by the Managers, the Chairman shall have full power and authority on behalf of the Company to attend and to act and to vote at any meetings of the stockholders of any corporation in which the Company may hold stock, and at any such meetings, shall possess and may exercise any and all rights and powers incident to the ownership of such stock, and which as the owner thereof, the Company might have possessed and exercised if present. The Managers, by resolution, from time to time, may confer like powers on any person or persons in place of the Chairman to represent the Company for such purposes. (b) The Chief Executive Officer shall serve as chief executive of the Company and shall perform such duties as usually pertain to the position and as may be prescribed by the Managers. He shall generally supervise the b...
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Officers and Their Duties. 3.5.1 The Executive Director, under the direction and subject to the supervision of the Operating Board, shall have the power and authority to: (i) Prepare, review, modify and present to the Operating Board for approval the LLC’s annual budget; (ii) Execute contracts for the provision of services and operation of the LLC, including leases for rental of real and personal property; (iii) Take necessary and appropriate steps on behalf of the Operating Board to ensure the LLC’s compliance with all statutory and funding requirements; (iv) Exercise supervision over all personnel in the organization except for positions that the Operating Board may by Resolution designate as reporting directly to the Operating Board; and (v) Take other actions as directed by the Operating Board 3.5.2 The Chief Operations Officer, under the direction and subject to the supervision of the Executive Director, shall have the power and authority to: (i) Oversee outcomes/results of operational activities, financial management, information systems/technology functions, risk/safety issues; (ii) Work closely with the Executive Management Team to carry out the mission of CIHS; and (iii) Exercise administrative supervision over all financial management, human resources, management information systems (MIS), information technology systems (IT), facility management, and safety and risk personnel. 3.5.3 The Chief Business Development Officer, under the direction and subject to the supervision of the Executive Director, shall have the power and authority to: (i) Provide oversight, development, and continuous refinement of the C.I.H.S. business development plan; (ii) In consultation with the Executive Management Team, design, develop, implement and direct the business development strategic goals, philosophy, policies, procedures and systems; (iii) Manage all CIHS marketing, advertising and public relations; and (iv) Lead the development of new CIHS programs, business opportunities and grant applications. 3.5.4 The Chief Clinical Director, under the direction and subject to the supervision of the Executive Director, shall have the power and authority to: (i) Provide administrative and clinical leadership for care management, utilization management, and quality management for CIHS; (ii) Oversee clinical operations, subject to the oversight of the Executive Director and the Medical Director; (iii) Provide oversight of clinical operations and medical management policy; and (iv) Exercise supervision ...
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Officers and Their Duties. 3.5.1 The Executive Director, under the direction and subject to the supervision of the Governing Board, shall have the power and authority to: (i) Prepare, review, modify and present to the Operating Board for approval the LLC’s annual budget; (ii) Execute contracts for the provision of services and operation of the LLC, including leases for rental of real and personal property; (iii) Take necessary and appropriate steps on behalf of the Operating Board to ensure the LLC’s compliance with all statutory and funding requirements; (iv) Exercise supervision over all personnel in the organization except for positions that the Operating Board may by Resolution designate as reporting directly to the Operating Board; and (v) Take other actions as directed by the Operating Board.
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Officers and Their Duties. Section 1. The Officers of this Association are president, vice president, secretary and treasurer, all of whom shall be members of the Board of Directors. and such other officers as the Board may from time to time by resolution create. The current Officers of the Association of these Amended Bylaws are identified on the signature lines below for the Directors. Section 2. The next nomination and election of Officers and Directors shall take place at the second annual meeting of the Members held following the ratification of these Bylaws then every two years thereafter. Section 3. At each election, the Members or their proxies may cast as many votes as they are entitled to exercise under Article IV of these Bylaws. The person or persons receiving the largest number of votes shall be elected. The Officers and Directors of this Association shall hold office for two (2) years unless he or she shall sooner resign, or shall be removed, or otherwise be disqualified to serve. Section 4. The Board may elect such other Officers as the affairs of the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the Board may, from time to time determine. Section 5. Any Officer may be removed from office with or without cause by the Board of Directors. Any Officer may resign at any time giving written notice to the Board, the president or the secretary. Such resignation shall take effect on the date of receipt of such notice or at any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. Section 6. A vacancy in any office may be filled by appointment by the Board. The Officer appointed to such vacancy shall serve for the remainder of the term of the Officer he replaces. Section 7. The duties of the Officers are as follows:
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Officers and Their Duties 
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Related to Officers and Their Duties

  • Officers and Agents The Manager may authorize one or more officers and agents to enter into any contract or to otherwise act on behalf of the Company to the extent that the Manager could take such action. Such authority may be general or be defined to specific instances. Unless authorized to do so by this Agreement or by the Manager, no employee, officer, or other agent of the Company shall have any power or authority to bind the Company in any way, to pledge its credit or to render it liable for any purpose.

  • Officers and Trustees No person is serving or acting as an officer, trustee or investment adviser of the Fund except in accordance with the provisions of the 1940 Act and the Rules and Regulations and the Investment Advisers Act of 1940, as amended (the “Advisers Act”), and the rules and regulations of the Commission promulgated under the Advisers Act (the “Advisers Act Rules and Regulations”). Except as disclosed in the Registration Statement and the Prospectus (or any amendment or supplement to either of them), no trustee of the Fund is (A) an “interested person” (as defined in the 0000 Xxx) of the Fund or (B) an “affiliated person” (as defined in the 0000 Xxx) of any Underwriter.

  • Other Officers and Agents The Board may appoint such other Officers and agents as may from time to time appear to be necessary or advisable in the conduct of the affairs of the Company, who shall hold their offices for such terms and shall exercise such powers and perform such duties as shall be determined from time to time by the Board.

  • Officers of the Company (a) The Manager may appoint a President, a General Manager, one or more Vice Presidents, a Secretary and such other officers of the Company (including, without limitation, Station Managers) as the Manager may designate. Officers of the Company shall exercise such powers and duties as provided or delegated in this Operating Agreement, including, without limitation, the power and authority to act for and on behalf of the Company and to bind the Company in the normal or ordinary course of its business, as such business has been conducted prior to the formation of the Company and proposed to be conducted by the Manager. Each officer shall hold office until his or her death, disability, resignation or removal or, if a term is specified, until a successor to such office is appointed upon the expiration of his or her term. (b) The President shall have general supervision, direction and control of the Company and shall perform all duties incidental to his or her office. The President shall be responsible for the administration and operation of the Company’s business and general supervision of its policies and affairs, subject to the direction of the Manager. (c) In the absence or disability of the President, the Vice President or General Manager, if any, as selected by the Manager, shall perform all of the duties of the President and, when so acting, shall have such other powers and perform such other powers and duties as may be prescribed from time to time by the Manager. (d) The Secretary shall record or cause to be recorded, and shall keep or cause to be kept, at the Company’s principal place of business (although copies may be kept at the principal place of business of the Member) and such other place as the Manager may order, a book of minutes of actions taken at all meetings of the Manager and of the Member, with the time and place of holding, the notice thereof given, the names of those present at Manager and Member meetings and the proceedings thereof. The Secretary shall keep, or cause to be kept, at the Company’s principal place of business (although copies may be kept at the principal place of business of the Member) (i) a current list of the Manager, including the full name and business or residence address of each such Manager, (ii) a copy of the Certificate of Formation, and all amendments thereto, (iii) copies of the Company’s federal, state and local income tax or information returns and reports, if any, for the six most recent taxable years, (iv) a copy of this Operating Agreement and any amendments thereto, (v) copies of the financial statements of the Company, if any, for the six most recent Fiscal Years, (vi) a register setting forth the full name and business address of the Member, the outstanding Membership Interests of the Company held by the Member, a copy of the Certificate of Interest evidencing the Membership Interests of the Company held by the Member and any pledge of such Membership Interests, and (vii) the books and records of the Company as they relate to the internal affairs of the Company for at least the current and past four Fiscal Years. (e) The officers of the Company and other parties performing services on behalf of the Company shall be entitled to compensation based on the reasonable value of their services, subject to the discretion and approval of the Manager.

  • Officers The officers of the Company immediately prior to the Effective Time shall be the officers of the Surviving Corporation, until the earlier of their resignation or removal or until their respective successors are duly elected and qualified, as the case may be.

  • Officers and Employees (a) The day-to-day operational management of the Company may be exercised by such officers of the Company as may be appointed from time to time in accordance with this Section 4.3 (the “Officers”). The Managers may appoint such Officers as they may determine from time to time. The Officers, subject to the direction and control of the Managers, shall do all things and take all actions necessary to run the business of the Company. Each Officer shall have the powers and duties as may be prescribed to him or her by the Managers and, to the extent not so prescribed, as generally pertain to their respective offices. Each Officer shall hold office at the pleasure of the Managers. Each Officer shall serve until the earlier of his or her death, resignation or removal, and any Officer may be removed at any time, with or without cause, by the Managers. Any vacancy in any office shall also be filled by the Managers. Any Officer may resign at any time by delivering his or her written resignation to the Managers. (b) The Company may employ such employees as the Officers of the Company deem reasonably necessary to effectuate the purpose of the Company as set forth in Section 1.3.

  • Affiliations of Trustees or Officers, Etc The fact that: (i) any of the Shareholders, Trustees or officers of the Trust or any Series thereof is a shareholder, director, officer, partner, trustee, employee, manager, adviser or distributor of or for any partnership, corporation, trust, association or other organization or of or for any parent or affiliate of any organization, with which a contract of the character described in this Article III or for services as Custodian, Transfer Agent or disbursing agent or for related services may have been or may hereafter be made, or that any such organization, or any parent or affiliate thereof, is a Shareholder of or has an interest in the Trust, or that (ii) any partnership, corporation, trust, association or other organization with which a contract of the character described in Sections 1, 2, 3 or 4 of this Article III or for services as Custodian, Transfer Agent or disbursing agent or for related services may have been or may hereafter be made also has any one or more of such contracts with one or more other partnerships, corporations, trusts, associations or other organizations, or has other business or interests, shall not affect the validity of any such contract or disqualify any Shareholder, Trustee or officer of the Trust from voting upon or executing the same or create any liability or accountability to the Trust or its Shareholders.

  • Experts, Advisers and Agents The Trustee may: (a) employ or retain and act and rely on the opinion or advice of or information obtained from any solicitor, auditor, valuer, engineer, surveyor, appraiser or other expert, whether obtained by the Trustee or by the Corporation, or otherwise, and shall not be liable for acting, or refusing to act, in good faith on any such opinion or advice and may pay proper and reasonable compensation for all such legal and other advice or assistance as aforesaid; and (b) employ such agents and other assistants as it may reasonably require for the proper discharge of its duties hereunder, and may pay reasonable remuneration for all services performed for it (and shall be entitled to receive reasonable remuneration for all services performed by it) in the discharge of the trusts hereof and compensation for all disbursements, costs and expenses made or incurred by it in the discharge of its duties hereunder and in the management of the trusts hereof and any solicitors employed or consulted by the Trustee may, but need not be, solicitors for the Corporation.

  • Directors and Officers of the Surviving Company From and after the Effective Time, until successors are duly elected or appointed and qualified in accordance with applicable law, the directors and officers of the Merger Company immediately prior to the Effective Time shall be the directors and officers of the Surviving Company.

  • Directors and Officers of the Surviving Corporation The directors of Merger Sub immediately prior to the Effective Time will, from and after the Effective Time, be the directors of the Surviving Corporation, and the officers of the Company immediately prior to the Effective Time will, from and after the Effective Time, be the officers of the Surviving Corporation, in each case, until their respective successors have been duly elected, designated or qualified, or until their earlier death, disqualification, resignation or removal in accordance with the Surviving Corporation’s certificate of incorporation and bylaws.

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