Supervisory Board Meetings Sample Clauses

Supervisory Board Meetings. The Supervisory Board may meet for the transaction of business, adjourn and otherwise regulate its meetings as it sees fit provided that a majority of Supervisory Board meetings in any calendar year shall take place in the Netherlands. Unless otherwise specified in these Bye-laws, a resolution put to the vote at a meeting of the Supervisory Board shall be carried by the affirmative votes of any five Directors, except for the Supervisory Board’s approval of: 59.1 any Related Party Agreement, which shall require the affirmative vote of any six Directors; 59.2 issues by the Company of new shares or debt convertible into shares where the aggregate amount of such issue would exceed ten per cent of the Company’s then-currently issued shares of all classes, which shall require the affirmative vote of any six Directors; 59.3 the removal of Unaffiliated Directors, which shall require the number of affirmative votes specified under Bye-law 45.2; 59.4 the removal of the CEO, which shall require the number of affirmative votes specified under Bye-law 51.2; 59.5 the appointment of a CEO, which shall require the number of affirmative votes specified under Bye-law 51.3; 59.6 any amendments to the charters of the Nominating Committee, Audit Committee or Remuneration Committee or Financial Committee which shall require the number of affirmative votes specified under Bye-law 54.4; 59.7 the approval of M&A Transactions, which shall require the number of affirmative votes specified under Bye-law 56.2 or 56.3; and 59.8 the approval of the Headquarters Budget, which shall require the number of affirmative votes specified in Bye-laws 81.2 or 81.3, as relevant.
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Supervisory Board Meetings. The Supervisory Board may meet for the transaction of business, adjourn and otherwise regulate its meetings as it sees fit provided that a majority of Supervisory Board meetings in any calendar year shall take place in the Netherlands. Unless otherwise specified in these Bye-laws, a resolution put to the vote at a meeting of the Supervisory Board shall be carried by the affirmative votes of a majority in number of those Directors attending such meeting,
Supervisory Board Meetings. The Management Board shall meet with the Supervisory Board at least quarterly, or more often as may be requested by the Supervisory Board.
Supervisory Board Meetings. The Supervisory Board shall gather in meetings at least twice per year and, beyond this, when requested by the majority of the Supervisory Board members or the chairperson or vice chairperson or the shareholders in general meeting. Supervisory Board meetings shall take place at the Company's registered office, unless another place of meeting is approved by all Supervisory Board members. The managing directors are to participate at Supervisory Board meetings. The invitations to the Supervisory Board meetings are to be made by management in text form (§ 126b of the Civil Code) providing a notice period of at least two weeks and specifying the agenda and the time and place of the meeting. When calculating the period, the day of the dispatch and the day of the meeting are not to be counted. Decisive of the observance of the period shall be the dispatch of the invitation, provided the invitation is sent (at least also) by fax or e-mail. In urgent cases, the period may be appropriately shortened by management. Unless an urgent event justifies a later notice, additions to the agenda must be communicated at the latest on the fifth day before the meeting in text form (§ 126b of the Civil Code); Sentence 3 shall apply correspondingly in this regard. Unless stipulated otherwise in Paragraphs 5 and 6 below, a quorum of the Supervisory Board shall be constituted when more than half of its members and at least four members from both Curias are present or participate otherwise in the voting pursuant to Paragraph 7. Unless expressly stipulated otherwise, resolutions of the Supervisory Board shall be adopted by a majority of 75% of the votes, provided at least three members of each Curia of the Supervisory Board have approved the resolution. Each Supervisory Board member shall have one vote. Resolutions that only affect the Publisher Curia or the Broadcaster Curia and within the Broadcaster Curia only the Radio Division or the Television Division (e.g. tariffs) may only be adopted with the participation of all Supervisory Board members of the respective Curia or Division in the vote and solely with a majority of the votes cast by these members. In order to determine the attendance, Supervisory Board members shall also be considered as participating in the vote if they abstain from voting. If no quorum of the Supervisory Board has been constituted pursuant to Paragraph 5 above for a resolution foreseen in the agenda because, despite a proper summons, not all members of the ...
Supervisory Board Meetings. The Supervisory Board shall meet as frequently as necessary and desirable taking into account the Company’s level of activities. Each Supervisory Director may call a meeting of the Supervisory Board as and when such Supervisory Director deems necessary.
Supervisory Board Meetings. Meetings of the Supervisory Board shall be convened and presided over by the Chairman of the Supervisory Board. Where the Chairman cannot or does not perform his/her function, the meeting shall be convened and presided over by a supervisor elected by half or more of the supervisors. The meeting of the Supervisory Board shall be convened at least once a year. The supervisor may propose to convene an interim meeting of the Supervisory Board. The resolution of the meeting of the Supervisory Board shall be approved by fifty percent (50%) or more of the three supervisors, and the matters discussed at each meeting of the Supervisory Board shall be kept in a minutes book and such minutes of each meeting shall be reviewed and signed by all the attending supervisors.

Related to Supervisory Board Meetings

  • Board Meetings The Superintendent shall attend, and shall be permitted to attend, all meetings of the Board, both public and closed, with the exception of those closed meetings devoted to the consideration of any action or lack of action on the Superintendent's Contract, or the Superintendent's evaluation, or for purposes of resolving conflicts between individual Board members, or when the Board is acting in its capacity as a tribunal. In the event of illness or Board-approved absence, the Superintendent's designee shall attend such meetings.

  • GENERAL MEETINGS The Academy Trust shall hold an Annual General Meeting each year in addition to any other meetings in that year, and shall specify the meeting as such in the notices calling it; and not more than fifteen months shall elapse between the date of one Annual General Meeting of the Academy Trust and that of the next. Provided that so long as the Academy Trust holds its first Annual General Meeting within eighteen months of its incorporation, it need not hold it in the year of its incorporation or in the following year. The Annual General Meeting shall be held at such time and place as the Governors shall appoint. All meetings other than Annual General Meetings shall be called General Meetings.

  • Committee Meetings ‌ All meetings of the said Committee on Labour Relations with the Union Committee and the Secretary- Business Manager, or her/his representative, shall be under the chairpersonship of a member of the Committee on Labour Relations. Meetings shall be held at the call of the Chairperson as promptly as possible on request in writing of either party. The Employer and the Union shall make every effort to exchange written agendas at least one (1) week prior to meetings called under Article 8.04.

  • Notice of Board Meetings Notice of Board meetings shall be given by the Chair or the Chair’s designee to each other Board Member by overnight courier service, email or other electronic transmission, or personal delivery. Notices shall be deemed to have been given: if given by courier service, when deposited with a courier service for overnight delivery with charges therefor prepaid or duly provided for; if given email or other electronic transmission, at the time of sending; and if given by personal delivery, at the time of delivery. Notices given by personal delivery may be in writing or oral. Written notices shall be sent to a Board Member at the postal address, email address or address for other electronic transmission, designated by him or her for that purpose or, if none has been so designated, at his or her last known residence or business address, email address or address for other electronic transmission. Except to the extent required by applicable law, no notice of any meeting of the Board need state the purposes of the meeting.

  • Recording Board Meetings Any person may record or broadcast an open Board meeting. Special requests to facilitate recording or broadcasting an open Board meeting, such as seating, writing surfaces, lighting, and access to electrical power, should be directed to the Superintendent at least 24 hours before the meeting. Recording meetings shall not distract or disturb Board members, other meeting participants, or members of the public. The Board President may designate a location for recording equipment, may restrict the movements of individuals who are using recording equipment, or may take such other steps as are deemed necessary to preserve decorum and facilitate the meeting. LEGAL REF.: 5 ILCS 120/2a, 120/2.02, 120/2.05, 120/2.06, and 120/7. 105 ILCS 5/10-6, 5/10-7, 5/10-12, and 5/10-16. CROSS REF.: 2:80 (Board Member Oath and Conduct), 2:150 (Committees), 2:200 (Types of School Board Meetings), 2:210 (Organizational Board of Education Meeting), 2:230 (Public Participation at Board of Education Meetings and Petitions to the Board) Adopted: August 4, 2020 The following procedures govern the verbatim audio recordings and minutes of Board of Education meetings that are closed to the public. Before any Board meeting: Arranges to have an audio recording device with extra recording tapes and a back-up audio recording device in the Board meeting room during every Board meeting regardless of whether a closed meeting is scheduled. Superintendent or designee The Board may close a portion of a public meeting without prior notice; it cannot, however, have a closed meeting unless it can record the session. Before a closed meeting: Board President or presiding officer On the closed meeting date: (1) convenes an open meeting, (2) requests a motion to adjourn into closed meeting making sure the reason for the meeting is identified in the motion, (3) takes a roll call vote, (4) asks that the minutes record the vote of each member present and the reason for the closed meeting with a citation to the specific exception contained in the Open Meetings Act (OMA) authorizing the closed meeting (5 ILCS 120/2a), and (5) adjourns the open meeting. Before a closed Immediately before a closed meeting, tests and activates the audio meeting: recording device. Superintendent or

  • Meetings Meetings of the Trustees shall be held from time to time upon the call of the Chairman, if any, or the President or any two Trustees. Regular meetings of the Trustees may be held without call or notice at a time and place fixed by the By-Laws or by resolution of the Trustees. Notice of any other meeting shall be given by the Secretary and shall be delivered to the Trustees orally not less than 24 hours, or in writing not less than 72 hours, before the meeting, but may be waived in writing by any Trustee either before or after such meeting. The attendance of a Trustee at a meeting shall constitute a waiver of notice of such meeting except where a Trustee attends a meeting for the express purpose of objecting to the transaction of any business on the ground that the meeting has not been properly called or convened. Any time there is more than one Trustee, a quorum for all meetings of the Trustees shall be one-third, but not less than two, of the Trustees. Unless provided otherwise in this Declaration and except as required under the 1940 Act, any action of the Trustees may be taken at a meeting by vote of a majority of the Trustees present (a quorum being present) or without a meeting by written consent of a majority of the Trustees. Any committee of the Trustees, including an executive committee, if any, may act with or without a meeting. A quorum for all meetings of any such committee shall be one-third, but not less than two, of the members thereof. Unless provided otherwise in this Declaration, any action of any such committee may be taken at a meeting by vote of a majority of the members present (a quorum being present) or without a meeting by written consent of all of the members. With respect to actions of the Trustees and any committee of the Trustees, Trustees who are Interested Persons in any action to be taken may be counted for quorum purposes under this Section and shall be entitled to vote to the extent not prohibited by the 1940 Act. All or any one or more Trustees may participate in a meeting of the Trustees or any committee thereof by means of a conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other; participation in a meeting pursuant to any such communications system shall constitute presence in person at such meeting.

  • Board of Directors Meetings The Company shall use its best efforts to ensure that meetings of its Board of Directors are held at least four times each year and at least once each quarter.

  • Professional Meetings Employees should be encouraged to and may, with the approval of the supervisor, attend professional meetings, conferences, and activities. Subject to the availability of funds, the employee's expenses in connection with such meetings, conferences, or activities shall be reimbursed in accordance with the applicable provisions of State law and university rules.

  • Audit Committee (A) The Audit Committee shall be composed of five members who shall be selected by the Board of Directors from its own members, none of whom shall be an officer of the Company, and shall hold office at the pleasure of the Board. (B) The Audit Committee shall have general supervision over the Audit Division in all matters however subject to the approval of the Board of Directors; it shall consider all matters brought to its attention by the officer in charge of the Audit Division, review all reports of examination of the Company made by any governmental agency or such independent auditor employed for that purpose, and make such recommendations to the Board of Directors with respect thereto or with respect to any other matters pertaining to auditing the Company as it shall deem desirable. (C) The Audit Committee shall meet whenever and wherever the majority of its members shall deem it to be proper for the transaction of its business, and a majority of its Committee shall constitute a quorum.

  • Disciplinary Meetings In the event a meeting is held for disciplinary purposes, the affected employee shall have the right to have a Union xxxxxxx and/or Union representative present.

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