Subsidiary Companies i. At least one independent director on the Board of Directors of the holding company shall be a director on the Board of Directors of a material non listed Indian subsidiary company.
ii. The Audit Committee of the listed holding company shall also review the financial statements, in particular, the investments made by the unlisted subsidiary company.
iii. The minutes of the Board meetings of the unlisted subsidiary company shall be placed at the Board meeting of the listed holding company. The management should periodically bring to the attention of the Board of Directors of the listed holding company, a statement of all significant transactions and arrangements entered into by the unlisted subsidiary company.
Subsidiary Companies. A. At least one independent director on the Board of Directors of the holding company shall be a director on the Board of Directors of a material non-listed Indian subsidiary company.
B. The Audit Committee of the listed holding company shall also review the financial statements, in particular, the investments made by the unlisted subsidiary company.
C. The minutes of the Board meetings of the unlisted subsidiary company shall be placed at the Board meeting of the listed holding company. The management should periodically bring to the attention of the Board of Directors of the listed holding company, a statement of all significant transactions and arrangements entered into by the unlisted subsidiary company.
D. The company shall formulate a policy for determining ‘material’ subsidiaries and such policy shall be disclosed on the company's website and a web link thereto shall be provided in the Annual Report.
E. For the purpose of this clause, a subsidiary shall be considered as material if the investment of the company in the subsidiary exceeds twenty per cent of its consolidated net worth as per the audited balance sheet of the previous financial year or if the subsidiary has generated twenty per cent of the consolidated income of the company during the previous financial year.
F. No company shall dispose of shares in its material subsidiary which would reduce its shareholding (either on its own or together with other subsidiaries) to less than 50% or cease the exercise of control over the subsidiary without passing a special resolution in its General Meeting except in cases where such divestment is made under a scheme of arrangement duly approved by a Court/Tribunal.
G. Selling, disposing and leasing of assets amounting to more than twenty percent of the assets of the material subsidiary on an aggregate basis during a financial year shall require prior approval of shareholders by way of special resolution, unless the sale/disposal/lease is made under a scheme of arrangement duly approved by a Court/Tribunal.
Subsidiary Companies. The right to use the premises and facilities leased to Lessee under Article I hereof, or which it may subsequently be entitled to use in accordance with the exercise of options pursuant to this Agreement, in the manner specified in such Article and any other Articles of this Agreement, shall be extended to all of Lessee's subsidiary companies at no additional cost.
Subsidiary Companies. 16.1 Any Subsidiary may with the agreement of the Committee become a party to this Deed and the Plan by executing a deed of adherence agreeing to be bound by the Deed and Rules.
16.2 A Participating Company shall cease to be a Participating Company on the date that it ceases to be a Subsidiary or on such date as the Company, acting by the Committee, by deed declares.
Subsidiary Companies. 12.1 Where the Member is a company the Member may choose to enter into this Agreement on behalf of one or more of its Subsidiaries provided that:
12.1.1 such Subsidiaries are incorporated in the United Kingdom
12.1.2 such Subsidiaries at all times make the same exclusions from MCPS’s control (if any) under Clauses 3 and 4
12.2 The names of such Subsidiaries now in existence must be set out in the Membership Registration Form. The names of any other such Subsidiaries may be notified by the Member at any time hereafter in which event this Agreement shall apply to any such Subsidiary with effect from the date of notification unless the Member specifies a later date. The Member warrants that the Member is entitled to enter into this agreement on behalf of the companies which the Member notifies MCPS as being its Subsidiaries
12.3 The Member may by notice to MCPS require either that separate accountings and/or payments be made to the Member and its Subsidiaries or that accountings and/or payments cover the Member and all its Subsidiaries
Subsidiary Companies. Name of Subsidiary Jurisdiction ---------------------------------------------------------------------------------------------- A-1 Mechanical of Lansing, Inc. Michigan ---------------------------------------------------------------------------------------------- AA Advance Air, Inc. Florida ---------------------------------------------------------------------------------------------- A-ABC Appliance, Inc. Texas ---------------------------------------------------------------------------------------------- A-ABC Services, Inc. Delaware ---------------------------------------------------------------------------------------------- XX Xxxx, Inc. Delaware ---------------------------------------------------------------------------------------------- Air Conditioning, Plumbing & Heating Service Co., Inc. Colorado ---------------------------------------------------------------------------------------------- Aircon Energy Incorporated California ---------------------------------------------------------------------------------------------- Air Systems, Inc. California ---------------------------------------------------------------------------------------------- Airtron, Inc. Delaware ---------------------------------------------------------------------------------------------- Airtron of Central Florida, Inc. Florida ---------------------------------------------------------------------------------------------- American Air Company, Inc. California ---------------------------------------------------------------------------------------------- AMS Arkansas, Inc. Arkansas ---------------------------------------------------------------------------------------------- B&R Electrical Services, Inc. Maryland ---------------------------------------------------------------------------------------------- Building One Commercial, Inc. Missouri ---------------------------------------------------------------------------------------------- Building One Service Solutions, Inc. Virginia ---------------------------------------------------------------------------------------------- BUYR, Inc. Delaware ---------------------------------------------------------------------------------------------- Xxxxxxxx Xxxxx Products & Publications, Inc. Colorado ---------------------------------------------------------------------------------------------- Cardinal Contracting Corporation Indiana ---------------------------------------------------------------------------------------------- Central Caro...
Subsidiary Companies. (a) This agreement and the indemnity contained in Section 2 do not apply to any liability incurred by the Director as a director of an affiliate after it ceases to be an affiliate of the Company.
Subsidiary Companies. Any Subsidiary may with the agreement of the Company become a party to this Deed and the Plan by executing a Deed of Adherence in the form set out by the Schedule to this Deed and thereby agreeing to be bound by the Deed and Rules. Any company which ceases to be a Subsidiary shall cease to be a Participating Company.
Subsidiary Companies. Except as otherwise disclosed on Annex C-6(B) to Part C, (1) as of the date hereof (A) Microwave is a wholly owned subsidiary of TRW, (B) Holdings is a wholly owned subsidiary of TRW, (C) Operating Company is a wholly owned subsidiary of TRW, (D) TRW Hotel is a wholly owned subsidiary of TRW and (E) Lusk xx a wholly owned subsidiary of the Partnership; (2) Annex C-1 to Part C lists the authorized and issued share capital of each of Holdings, Operating Company, TRW Hotel and Lusk (the "Transaction Companies") (including all options, warrants, convertible securities or other rights to acquire such share capital) (collectively the "Shares"); (3) as of the date hereof, the Shares are legally and beneficially owned as set forth on Annex C-1 free and clear of all preemptive rights, Encumbrances, restrictions, and limitations; (4) all of the Shares are fully paid and non-assessable; (5) each of the Transaction Companies is duly organized, validly existing and in good standing under the laws of its jurisdiction of incorporation and has the requisite corporate power and authority to conduct its business as presently being conducted by it (although certain filings and registrations may be required following the Recapitalization which will not be undertaken by TRW); (6) each of the Transaction Companies is duly qualified
Subsidiary Companies. For parties to this Agreement, the term "
