Supervisory Board Rules definition

Supervisory Board Rules means the internal rules governing the organization, decision-making and other internal matters of the Supervisory Board.

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Supervisory Board Rules means the rules for the Supervisory Board, as amended from time to time.

Supervisory Board Rules means the regulations referred to in article 22.14 of the Articles of Association; and

Examples of Supervisory Board Rules in a sentence

• The Parties will cause the Management Board to adopt the Management Board Rules and the Supervisory Board to adopt the Supervisory Board Rules substantially as attached hereto as Annexes C and D.

• The Company Articles and the Supervisory Board Rules shall govern Supervisory Board proceedings.

• The Investors acknowledge and agree that the provisions of this Article 6.6.4 that are applicable to VNU and its subsidiaries (with such modifications as may be agreed by the Investors' Committee in its sole discretion) shall be incorporated into the VNU Supervisory Board Rules to the extent determined by the Investors Committee after consulting with Dutch counsel to the Group so as to require the prior approval of the VNU Supervisory Board for actions by VNU or its subsidiaries.

• The VNU Supervisory Board Rules shall allow, to the maximum extent permitted by applicable law, the VNU Directors to share non-public information received by them with other Representatives of the Investor on whose nomination they have been appointed.

• No amendment of the Articles of Association, the Management Board Rules or the Supervisory Board Rules shall be proposed by a Party that would contravene, or be contrary to, any provision of this Agreement.

• The Investors acknowledge and agree that the provisions of this Article 6.6.4 that are applicable to VNU and its subsidiaries (with such modifications as may be agreed by the Investors’ Committee in its sole discretion) shall be incorporated into the VNU Supervisory Board Rules to the extent determined by the Investors Committee after consulting with Dutch counsel to the Group so as to require the prior approval of the VNU Supervisory Board for actions by VNU or its subsidiaries.

• The resolution of the Supervisory Board of the Company evidencing the adoption as of the Closing Date of the Supervisory Board Rules to be executed in accordance with Clause 5.2.2 (viii) of the Contribution Agreement is attached hereto as Schedule 8.9(b).

• The Supervisory Directors shall be appointed, suspended and dismissed in accordance with the procedures set out in (i) the Articles of Association included in Schedule 2 (ASR Articles of Association) and the Supervisory Board Rules included in Schedule 4 (Supervisory Board Rules), as may be amended from time to time in accordance with Clause 2.4, (ii) this Agreement and (iii) applicable laws and regulations.

• Supervisory Board Rules The internal rules applicable to the Supervisory Board.

• The rules on the internal organisation and proceedings of the Supervisory Board are set out in the Supervisory Board Rules.

More Definitions of Supervisory Board Rules

Supervisory Board Rules means these rules for the Supervisory Board, as amended from time to time; Vice-Chairman means the vice-chairman of the Supervisory Board; Works Council means the works council as referred to in section 2:158 paragraph 11 of the Dutch Civil Code.

Supervisory Board Rules means the internal rules governing the organization, decision-making and other internal matters of the Supervisory Board. “Supervisory Director” has the meaning set forth in Section 2.1(a). “Tag Disposal” has the meaning set forth in Section 6.3. “Tax” or “Taxes” has the meaning set forth in Section 4.1(a). “Tax Return” or “Tax Returns” means any and all Tax returns, Tax applications, final Tax filings and other similar written materials and documents relating to any Tax to be submitted to any Fiscal Authority. “Third Party Purchaser” has the meaning set forth in Section 6.4. “Total Voting Power” means, as of any date of determination, the total number of votes of all outstanding Voting Securities that may be cast in the Company's general meeting of shareholders. “Transfer” means, directly or indirectly, offer, sell, lend, create restrictions over, charge, assign, contract to sell, sell any option or contract to purchase, grant any option to subscribe for or purchase any Shares, or otherwise transfer or dispose of any Shares or enter into any swap or any other transaction, of any kind, which directly or indirectly leads to a total or partial transfer to one or more third parties of title to any Shares, legal or economic, or which in any way poses, limits or transfers any risk arising from the possibility of price movement, either upwards or downwards, in respect of such Shares, notwithstanding whether any such swap or transaction described above is to be settled by delivery of its Shares or other securities, in cash or otherwise. “Transferring Holder” has the meaning set forth in Section 6.2. “Transition Period” means the period that commences on the date (the “Trigger Date”) on which the Initial Chief Executive Officer ceased to serve as Chief Executive Officer of the Company and ends three (3) years following the Trigger Date. “Trigger Date” has the meaning set forth in the definition of Transition Period. “Underwritten Offering” means a sale of Shares to an underwriter for reoffering to the public. “U.S. GAAP” means generally accepted accounting principles in the United States. “Voting Securities” means the outstanding Class A Shares and Class B Shares and any other outstanding securities of the Company entitled to vote generally in the Company's general meeting of shareholders.

Supervisory Board Rules means the Supervisory Board Rules of the Company;

Supervisory Board Rules means the rules for the Supervisory Board, as amended from time to time; Transaction means any kind of transaction, arrangement, legal proceeding or other kind of legal relationship, all in the broadest sense and whether or not a price is charged.