Common use of Responsibilities of Member of Board of Directors Clause in Contracts

Responsibilities of Member of Board of Directors. 3.2.1. To carry out the general management of the Company. 3.2.2. To define business development strategy. 3.2.3. To oversee the work of Board of Directors of the Company, to carry out functions of [Chairman of Board of Directors of the Company]. 3.2.4. To be prepared for the meetings of Board of directors, including: - To get acquainted with the agenda of the meeting; - To study materials, including the proposed decisions attached to the notification of meeting of Board of Directors; - If facing difficulties with making decision concerning one of the issues on the agenda to request additional documents, the information and data under the agenda of the meeting before the actual date of the meeting. 3.2.5. To participate in preparation for review and to be proactive speaker, and opponent in discussions on the issues on the agenda of the meeting of Board of Directors. 3.2.6. To take part in discussion of issues on the agenda of meeting of Board of Directors. 3.2.7. Do not miss any meeting of Board of Directors without valid excuse. 3.2.8. To take part in voting at the meetings of Board of Directors on all issues of the agenda. 3.2.9. Personally fulfill duties described in this Agreement. 3.2.10. Put the best effort to carry out duties assigned by the Memorandum and Articles of Incorporation of the Company, internal legislative documents of the Company and the existing Agreement. 3.2.11. To operate in the best interests of the Company in order to achieve further growth and to increase the revenue [profitability] of the Company. 3.2.12. Do not disclose any information related to operating and/or trade secrets known by Board Members in connection with their duties. 3.2.13. To avoid actions that may cause the conflict between interests of a Member of Board of directors and interests of the Company. 3.2.14. To execute decisions of the General meeting of Shareholders and Board of Directors timely and precisely. 3.2.15. Do not transfer the vote to another person, including other member of Board of Directors. 3.2.16. To participate in meetings of Board of Directors. 3.2.17. If Member will decide to terminate the existing Agreement on his/her own, one has to notify the Company as stipulated in the item 5.4 of the existing Agreement.