NYSE Manual definition
Examples of NYSE Manual in a sentence
At any time prior to the Non-Control Date during which a NAB Independent Director serves on the Board of Directors, at least one member of the audit committee shall be a NAB Independent Director designated by NAB, so long as such NAB Independent Director also meets the standards for audit committee membership as set forth in the NYSE Manual.
From and after the one-year anniversary of the Less Than Majority Holder Date, the Board of Directors shall transition to full compliance with Section 303A.01 of the NYSE Manual, to the extent the composition of the Board of Directors is not already in full compliance, such that on the one-year anniversary of the Less Than Majority Holder Date, the Board of Directors shall consist of a majority of Independent Directors.
The Company and the Board hereby acknowledge and agree that neither Icahn Designee has a material relationship with the Company as such term is used in Section 303A.02 of the NYSE Manual and for purposes of Swiss corporate law by virtue of the Shareholders’ beneficial ownership of shares of Common Stock as of the date hereof.
In making its recommendations, the Governance Committee should take into consideration the need for continuity, subject matter expertise and compliance with the Exchange Act and NYSE Manual.
Xxxx Parties and CGC, by delivery of a joint written notice to the Company, shall have the right to designate a replacement for such independent director with a director (a “Replacement”) (A) with relevant financial and business experience, (B) who qualifies as “independent” pursuant to Section 303A.02 of the NYSE Manual, (C) who is not a director, officer or employee of the X.
The Compensation Committee shall have responsibilities and authority consistent with Rule 303A.05 of the NYSE Manual, and such additional responsibilities and authority as shall be delegated to it by the Board from time to time.
NYSE Manual, Section 303A.05(c) and NASDAQ Rules, Section 5605(d)(2)(A) (requiring the compensation committee to consider certain independence criteria prior to hiring a compensation adviser, except for a compensation adviser that merely consults on broad-based plans or provides non-customized or issuer-specified information).
It is the Board’s intention that at least three of the directors will be “independent” as defined in the NYSE Manual.
Currently, Section 306 of the NYSE Manual requires NYSE listed companies to obtain NYSE’s permission to use consents in lieu of special meetings as proper authorization for shareholder approval of corporate action.
Xxxx Parties and their respective Affiliates and Associates, including qualifying as an independent director under Section 303A.02 of the NYSE Manual.