Common use of OTE BoD Clause in Contracts

OTE BoD. 4.2.1 The OTE BoD shall consist of ten (10) Directors to be nominated and elected as set out in Paragraphs 4.2 and 4.3, of whom two (2) will be Independent Directors. 4.2.2 Each Party shall have the right, exercisable by Notice to the other Party, to nominate and request the election of five (5) Directors, including one (1) Independent Director, provided that the Parties will have consulted in advance on any such nomination, without, however, being bound by any differing proposal of the other Party. 4.2.3 The OTE BoD shall have all duties, responsibilities, rights, powers and competencies as entrusted to it under the Statutes, the Company Law and other applicable legislation, subject to Paragraph 4.3.5, and be exclusively competent to take a decision on the Veto Matters, with the exception of those of the Veto Matters requiring a resolution of the OTE GM pursuant to the Company Law and the Statutes. 4.2.4 Decisions of the OTE BoD shall pass by simple quorum and majority, save as otherwise required under the Company Law and the Statutes, whilst decisions in respect of the Veto Matters shall require: (a) a quorum of at least eight (8) Directors and should such quorum not be achieved in a OTE BoD meeting, a new one shall be convened as soon as possible in which a quorum of six (6) Directors will be required; and (b) a positive vote of at least seven (7) Directors, where quorum of eight (8) Directors is required, or at least five (5) Directors, where quorum of six (6) Directors is required, in each case among whom at least two (2) of the HR Directors.

OTE BoD. 4.2.1 5.2.1 The composition of the OTE BoD shall consist be as provided in Paragraph 4.2.1, whilst Paragraph 4.2.2 shall apply to the nomination and election of ten (10) Directors to be nominated and elected as set out in Paragraphs 4.2 and 4.3, of whom two (2) will be Independent the Directors. 4.2.2 Each Party shall have the right, exercisable by Notice to the other Party, to nominate and request the election of five (5) Directors, including one (1) Independent Director, provided that the Parties will have consulted in advance on any such nomination, without, however, being bound by any differing proposal of the other Party. 4.2.3 5.2.2 The OTE BoD shall have all duties, responsibilities, rights, powers and competencies as entrusted to it under the Statutes, the Company Law and other applicable legislation, subject to Paragraph 4.3.5Paragraphs 5.4 and 5.5, and be exclusively competent to take a decision on the Veto Matters, with the exception of those of the Veto Matters requiring a resolution of the OTE GM pursuant to the Company Law and the Statutes. 4.2.4 5.2.3 Decisions of the OTE BoD shall pass by simple quorum and majority, save as otherwise required under the Company Law and the Statutes, whilst decisions in respect of the Veto Matters shall require: (a) a quorum of at least eight (8) Directors and should such quorum not be achieved in a OTE BoD meeting, a new one meeting shall be convened as soon as possible in which a quorum of six (6) Directors will be required; and (b) a positive vote of at least seven (7) Directors, where quorum of eight (8) Directors is required, or at least five (5) Directors, where quorum of six (6) Directors is required, in each case among whom at least two (2) of the HR Directors.

OTE BoD. 4.2.1 6.2.1 The OTE BoD shall consist of ten eleven (1011) Directors to be nominated and elected as set out in Paragraphs 4.2 and 4.3Directors, of whom two (2) will be Independent Directors. 4.2.2 Each Party . The HR shall have the right, exercisable by Notice to the other Partya HR Notice, to nominate and request the election of five (5) Directors, including one (1) Independent Director, and DT shall have the right, exercisable by a DT Notice, to nominate and request the election of the remaining six (6) Directors, provided that the Parties will have consulted each other in advance on any such nomination, without, however, being bound by any differing the proposal of the other Party. 4.2.3 6.2.2 The OTE BoD shall have all duties, responsibilities, rights, powers and competencies as entrusted to it under the Statutes, the Company Law and other applicable legislation, subject to Paragraph 4.3.56.4, and be exclusively competent to take a decision on the Veto Matters, with the exception of those of the Veto Matters requiring a resolution of the OTE GM pursuant to the Company Law and the Statutes. 4.2.4 6.2.3 Decisions of the OTE BoD shall pass by simple quorum and majority, save as otherwise required under the Company Law and the Statutes, whilst decisions in respect of the Veto Matters shall require: (a) a quorum of at least eight (8) Directors and should such quorum not be achieved in a OTE BoD meeting, a new one meeting shall be convened as soon as possible in which a quorum of six (6) Directors will be required; and (b) a positive vote of at least seven (7) Directors, where quorum of eight (8) Directors is required, or at least five (5) Directors, where quorum of six (6) Directors is required, in each case among whom at least two (2) of the HR Directors.

OTE BoD. 4.2.1 5.2.1 The composition of the OTE BoD shall consist be as provided in Paragraph 4.2.1, whilst Paragraph 4.2.2 shall apply to the nomination and election of ten (10) Directors to be nominated and elected as set out in Paragraphs 4.2 and 4.3, of whom two (2) will be Independent the Directors. 4.2.2 Each Party shall have the right, exercisable by Notice to the other Party, to nominate and request the election of five (5) Directors, including one (1) Independent Director, provided that the Parties will have consulted in advance on any such nomination, without, however, being bound by any differing proposal of the other Party. 4.2.3 5.2.2 The OTE BoD shall have all duties, responsibilities, rights, powers and competencies as entrusted to it under the Statutes, the Company Law and other applicable legislation, subject to Paragraph 4.3.5Paragraphs 5.4 and 5.5, and be exclusively competent to take a decision on the Veto Matters, with the exception of those of the Veto Matters requiring a resolution of the OTE GM pursuant to the Company Law and the Statutes. 4.2.4 5.2.3 Decisions of the OTE BoD shall pass by simple quorum and majority, save as otherwise required under the Company Law and the Statutes, whilst decisions in respect of the Veto Matters shall require: (a) a quorum of at least eight (8) Directors and should such quorum not be achieved in a OTE BoD meeting, a new one meeting shall be convened as soon as possible in which a quorum of six (6) Directors will be required; and (b) a positive vote of at least seven (7) Directors, where quorum of eight (8) Directors is required, or at least five (5) Directors, where quorum of six (6) Directors is required, in each case among whom at least two (2) of the HR Directors.