Common use of Risk Committee of the Board Clause in Contracts

Risk Committee of the Board. (a) As of the Completion of the IPO, the Board of Directors shall have established a risk committee that, at all times prior to the one-year anniversary of the Less Than Majority Holder Date, shall consist of two or more Directors (with the size of the corporate governance and nominating committee established by the Board of Directors) comprised of (i) one or more Independent Directors and (ii) one or more NAB Directors. NAB shall designate NAB Directors to fill the number of positions reserved for NAB Directors on the risk committee pursuant to this Section 2.6(a). (b) At such time as the Company shall have total consolidated assets in excess of $10 billion, the Chairperson of the risk committee must satisfy the requirements of 12 C.F.R. § 252.22(d)(2). At least one member of the risk committee must have experience in identifying, assessing and managing risk exposures of large, complex firms.

Appears in 2 contracts

Samples: Stockholder Agreement (Great Western Bancorp, Inc.), Stockholder Agreement (Great Western Bancorp, Inc.)

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Risk Committee of the Board. (a) As of the Completion of the IPO, the Board of Directors shall have established a risk committee that, at all times prior to the one-year anniversary of the Less Than Majority Holder Date, shall consist of two or more Directors (with the size of the corporate governance and nominating risk committee established by the Board of Directors) comprised of (i) one or more Independent Directors and (ii) one or more NAB Directors. NAB shall designate NAB Directors to fill the number of positions reserved for NAB Directors on the risk committee pursuant to this Section 2.6(a). (b) At such time as the Company shall have total consolidated assets in excess of $10 billion, the Chairperson of the risk committee must satisfy the requirements of 12 C.F.R. § 252.22(d)(2). At least one member of the risk committee must have experience in identifying, assessing and managing risk exposures of large, complex firms.

Appears in 2 contracts

Samples: Stockholder Agreement (National Australia Bank LTD), Stockholder Agreement (Great Western Bancorp, Inc.)

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Risk Committee of the Board. (a) As of the Completion of the IPO, the Board of Directors shall have established a risk committee that, at all times prior to the one-year anniversary of the Less Than Majority SC1:3686837.8 Holder Date, shall consist of two or more Directors (with the size of the corporate governance and nominating risk committee established by the Board of Directors) comprised of (i) one or more Independent Directors and (ii) one or more NAB Directors. NAB shall designate NAB Directors to fill the number of positions reserved for NAB Directors on the risk committee pursuant to this Section 2.6(a). (b) At such time as the Company shall have total consolidated assets in excess of $10 billion, the Chairperson of the risk committee must satisfy the requirements of 12 C.F.R. § 252.22(d)(2). At least one member of the risk committee must have experience in identifying, assessing and managing risk exposures of large, complex firms.

Appears in 1 contract

Samples: Stockholder Agreement (Great Western Bancorp, Inc.)

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