In April 1994, a Joint
Board committee determined that a MA may report diagnostic lab findings to patients only after appropriate interpretation by the physician.
In December 1994, in response to a request for clarification, a Joint
Board committee determined that a) skin testing performed by intradermal technique, and b) skin testing performed by the scratch technique were appropriate for medical assistants to perform.
Not exact matches
And how will the independent chairs of the
committees for the HP
board be
determined going forward?
Each director appointed to the Audit
Committee will be determined to be financially literate by our Board of Directors and one director will serve as our audit committee financia
Committee will be
determined to be financially literate by our
Board of Directors and one director will serve as our audit
committee financia
committee financial expert.
The
Board of Directors has
determined that Sidney Lapidus, Chairman of the Audit
Committee, meets the criteria set forth in the rules and regulations of the SEC for an «audit committee financial exper
Committee, meets the criteria set forth in the rules and regulations of the SEC for an «audit
committee financial exper
committee financial expert.»
The
Board has
determined that each member of the Audit
Committee qualifies as an «audit committee financial expert» as defined under applicable SEC rules and also meets the additional criteria for independence of audit committee members set forth in Rule 10A - 3 (b)(1) under the Exch
Committee qualifies as an «audit
committee financial expert» as defined under applicable SEC rules and also meets the additional criteria for independence of audit committee members set forth in Rule 10A - 3 (b)(1) under the Exch
committee financial expert» as defined under applicable SEC rules and also meets the additional criteria for independence of audit
committee members set forth in Rule 10A - 3 (b)(1) under the Exch
committee members set forth in Rule 10A - 3 (b)(1) under the Exchange Act.
The
board of directors has
determined that, based on her professional qualifications and experience described above, Ann Mather is an audit
committee financial expert as defined under the rules of the SEC, and that each member of the Audit Committee is able to read and understand fundamental financial statements as required by the Listing Rules o
committee financial expert as defined under the rules of the SEC, and that each member of the Audit
Committee is able to read and understand fundamental financial statements as required by the Listing Rules o
Committee is able to read and understand fundamental financial statements as required by the Listing Rules of NASDAQ.
Furthermore, our
Board has
determined that all of our independent directors satisfy the heightened audit
committee independence standards under NYSE and SEC rules.
Our
Board and Compensation
Committee are best positioned to
determine the appropriate factors to evaluate executive compensation.
The Compensation
Committee of the
Board of Directors
determines the compensation for our executive officers.
The
Board has
determined, in its business judgment, that each member of the AEC (Lloyd H. Dean, Enrique Hernandez, Jr., Robert L. Joss, Cynthia H. Milligan, Nicholas G. Moore, Philip J. Quigley, and Susan G. Swenson) is financially literate as required by NYSE rules, and that each member qualifies as an «audit
committee financial expert» as defined by SEC regulations.
Our
Board has
determined that each continuing member of our Audit
Committee is financially literate and has accounting or related financial management expertise, as defined under NYSE rules, and is an «audit committee financial expert» within the meaning of the rules of
Committee is financially literate and has accounting or related financial management expertise, as defined under NYSE rules, and is an «audit
committee financial expert» within the meaning of the rules of
committee financial expert» within the meaning of the rules of the SEC.
Each
committee consists solely of the directors who our Board has determined, upon the recommendation of our Corporate Governance and Nominating Committee, are independent under NY
committee consists solely of the directors who our
Board has
determined, upon the recommendation of our Corporate Governance and Nominating
Committee, are independent under NY
Committee, are independent under NYSE rules.
Unless the
Committee or
Board determines otherwise prior to the transaction, if substantially all of the assets of the Company are acquired by another corporation or in case of a reorganization of the Company involving the acquisition of the Company by another entity, (i) stock options and stock appreciation rights become exercisable immediately prior to the transaction; (ii) restrictions with respect to restricted stock and RSRs lapse and shares are delivered; and (iii) performance shares and performance units pay out pro rata based on performance through the end of the last calendar quarter.
The
Board has
determined that Mr. Eskew qualifies as an Audit
Committee Financial Expert as defined by the rules of the SEC.
Also, if a majority of the
Board is comprised of persons other than (i) persons for whose election proxies were solicited by the
Board; or (ii) persons who were appointed by the
Board to fill vacancies caused by death or resignation or to fill newly - created directorships («
Board Change»), unless the
Committee or
Board determines otherwise prior to such
Board Change, then participants immediately prior to the
Board Change who cease to be employees or non-employee directors within six months after such
Board Change for any reason other than death or permanent disability generally have their (i) options and stock appreciation rights become immediately exercisable and to the extent not canceled or cashed out, generally have at least six months to exercise such awards; (ii) restrictions with respect to restricted stock and RSRs lapse and generally shares are delivered; and (iii) performance shares and performance units pay out pro rata based on performance through the end of the last calendar quarter before the time the participant ceased to be an employee.
Our
Board has
determined, upon the recommendation of our Corporate Governance and Nominating
Committee and in accordance with our Director Independence Policy, that all eight of our non-executive director nominees (Mr. Bryan, Mr. Dahlbäck, Mr. Friedman, Mr. George, Mr. Johnson, Ms. Juliber, Mr. Mittal and Mr. Schiro) and Mr. Scott are «independent» within the meaning of NYSE rules and our Director Independence Policy.
The
Board reviews the
committee's recommendations and
determines the amount of director compensation.
The Nominating and Corporate Governance
Committee is responsible for, among other things,
determining the criteria for membership to the
Board and recommending candidates for election to the
Board.
The
Board has
determined that each of Ms. Denholm and Mr. Buss is an «audit
committee financial expert» as defined in the rules of the SEC.
The
Board determined that each of Mr. Ryan, chair of the Audit
Committee, and Audit Committee members Ms. Baldauf, Mr. Joyce, Ms. Salhany and Mr. Thompson is independent within the meaning of the New York Stock Exchange («NYSE») standards of independence for directors and audit committee members and satisfied the NYSE financial literacy requ
Committee, and Audit
Committee members Ms. Baldauf, Mr. Joyce, Ms. Salhany and Mr. Thompson is independent within the meaning of the New York Stock Exchange («NYSE») standards of independence for directors and audit committee members and satisfied the NYSE financial literacy requ
Committee members Ms. Baldauf, Mr. Joyce, Ms. Salhany and Mr. Thompson is independent within the meaning of the New York Stock Exchange («NYSE») standards of independence for directors and audit
committee members and satisfied the NYSE financial literacy requ
committee members and satisfied the NYSE financial literacy requirements.
Members of the
Committee shall be appointed by the
Board based on nominations submitted by the Nominating and Corporate Governance
Committee of the
Board and shall serve at the pleasure of the
Board and for such terms as the
Board may
determine.
The
Board has
determined, in its business judgment, that each current member of the AEC (John D. Baker II, Lloyd H. Dean, Enrique Hernandez, Jr., Robert L. Joss, Cynthia H. Milligan, Nicholas G. Moore, Philip J. Quigley, and Susan G. Swenson) is financially literate as required by NYSE rules, and that each member qualifies as an «audit
committee financial expert» as defined by SEC regulations.
The grade was
determined by the
Board of Trade's Government Budget and Finance
Committee, based on four key criteria — economic vision, spending management, tax competitiveness, and debt management — which were originally submitted to Finance Minister Bill Morneau in December 2015.
The
Board of Directors has
determined that each of the three undersigned members of the audit
committee satisfies the independence requirements of the NYSE Listing Standards and the SEC's additional independence requirements for members of audit
committees.
Our
Board has
determined that each member of the audit
committee is financially literate.
The evaluation process should
determine whether clear expectations are established for the work conducted by
committee members and whether
committee reports are effective in keeping the full
board informed about issues facing the company.
• The
Board has
determined that each member of the Audit
Committee is independent as defined by the Exchange Act, the SEC's rules, and the NYSE Listed Company Rules.
Our
board of directors has
determined Ms. Rafael and Mr. Robel meet the requirements for independence of audit
committee members under current listing standards and SEC rules and regulations.
The purchase price of each Share will be (i) not less than the net asset value per Share (the «NAV Per Share») of the Company's common stock (as
determined in good faith by the
board of directors of the Company or a
committee thereof, in its sole discretion) immediately prior to the Expiration Date (as defined in the Offer to Purchase)(the date of repurchase) and (ii) not more than 2.5 % greater than the NAV Per Share as of such date, plus any unpaid dividends accrued through the expiration date of the Tender Offer.
The
Board of Directors
determined that all members of the audit
committee are financially literate and that the chairperson of the audit
committee, Josh Weston, is an «audit
committee financial expert» as defined by SEC rules.
The Audit
Committee consists of four Outside Directors, each of whom has been
determined by the
Board to meet the heightened independence criteria applicable to Audit
Committee members and to satisfy the financial literacy requirements of the NYSE Listed Company Rules and the applicable rules of the SEC.
The
Board has
determined that Mr. Weston qualifies as an «audit
committee financial expert» under SEC rules and regulations.
In addition, our
board of directors has
determined that Mr. Klausmeyer is an audit
committee financial expert within the meaning of Item 407 (d) of Regulation S - K under the Securities Act.
The Compensation
Committee also takes into account our internal financial business plan as approved by the
Board in
determining our performance targets for incentive plans and to assess appropriate payout levels for performance.
The HP
Board of Directors appointed a Special Litigation
Committee consisting of independent
Board members authorized to investigate, review and evaluate the facts and circumstances asserted in these derivative matters and to
determine how HP should proceed in these matters.
The chair of our audit
committee is Mr. Meresman, who our
board of directors has
determined is an «audit
committee financial expert» within the meaning of SEC regulations.
Members of the
Committee shall be appointed by the
Board based on nominations recommended by the Nominating and Governance
Committee of the
Board and shall serve at the pleasure of the
Board and for such terms as the
Board may
determine.
The
Committee shall receive appropriate funding from the Company, as determined by the Committee in its capacity as a committee of the Board, for the payment of compensation to its compensation consultants, outside legal counsel and any other
Committee shall receive appropriate funding from the Company, as
determined by the
Committee in its capacity as a committee of the Board, for the payment of compensation to its compensation consultants, outside legal counsel and any other
Committee in its capacity as a
committee of the Board, for the payment of compensation to its compensation consultants, outside legal counsel and any other
committee of the
Board, for the payment of compensation to its compensation consultants, outside legal counsel and any other advisors.
Our
board of directors has affirmatively
determined that Messrs. Vivian and Guillemin meet the definition of «independent director» for purposes of serving on an audit
committee under Rule 10A - 3 and the New York Stock Exchange rules, and we intend to comply with the other independence requirements within the time periods specified.
The
board and the talent and compensation
committee, based on recommendations of the Ad Hoc Committee, have determined that the deficient control environment, among other things, would impact executive compensation decisions with respect to 2015 compensation for certain members of senior ma
committee, based on recommendations of the Ad Hoc
Committee, have determined that the deficient control environment, among other things, would impact executive compensation decisions with respect to 2015 compensation for certain members of senior ma
Committee, have
determined that the deficient control environment, among other things, would impact executive compensation decisions with respect to 2015 compensation for certain members of senior management.
As previously disclosed, on February 22, 2016, based on the work of an ad hoc
committee of the Board (the «Ad Hoc Committee») established to review allegations regarding the company's relationship with Philidor and related matters, as well as additional work and analysis by the company, the company preliminarily determined that approximately $ 58 million in net revenue relating to sales to Philidor in the second half of 2014 should not have been recognized upon delivery of product to
committee of the
Board (the «Ad Hoc
Committee») established to review allegations regarding the company's relationship with Philidor and related matters, as well as additional work and analysis by the company, the company preliminarily determined that approximately $ 58 million in net revenue relating to sales to Philidor in the second half of 2014 should not have been recognized upon delivery of product to
Committee») established to review allegations regarding the company's relationship with Philidor and related matters, as well as additional work and analysis by the company, the company preliminarily
determined that approximately $ 58 million in net revenue relating to sales to Philidor in the second half of 2014 should not have been recognized upon delivery of product to Philidor.
Our
board of directors and each of its
committees conduct annual self - evaluations to
determine whether they are functioning effectively and whether any changes are necessary to improve their performance.
In addition, our
board of directors has
determined that Mr. Vivian will qualify as an «audit
committee financial expert,» as such term is defined in Item 407 (d)(5) of Regulation S - K.
The APF Canada executive in consultation with the John H. McArthur Distinguished Fellowship Selection
Committee and the APF Canada
Board will
determine the selection of successful candidates.
The
Board has
determined that each member of the Audit
Committee qualifies as an «audit committee financial expert» as defined under applicable SEC rules and also meets the additional criteria for independence of audit committee members set forth in Rule 10A - 3 (b)(l) under the Exch
Committee qualifies as an «audit
committee financial expert» as defined under applicable SEC rules and also meets the additional criteria for independence of audit committee members set forth in Rule 10A - 3 (b)(l) under the Exch
committee financial expert» as defined under applicable SEC rules and also meets the additional criteria for independence of audit
committee members set forth in Rule 10A - 3 (b)(l) under the Exch
committee members set forth in Rule 10A - 3 (b)(l) under the Exchange Act.
The
Board of Directors has
determined that at least one member of the Audit
Committee, John A. Edwardson, is an audit committee financial expert as that term is defined in S
Committee, John A. Edwardson, is an audit
committee financial expert as that term is defined in S
committee financial expert as that term is defined in SEC rules.
The Chairman of the
Board, President and Chief Executive Officer, who attends most meetings of the Compensation
Committee by invitation of the
Committee's chairman, assists the
Committee in
determining the compensation of all other executive officers by, among other things:
The Corporate Secretary of FedEx will review all such correspondence and regularly forward to the
Board a summary of all such correspondence and copies of all correspondence that, in her opinion, deals with the functions of the
Board or its
committees or that she otherwise
determines requires the attention of any member, group or
committee of the
Board of Directors.
Our
board of directors has
determined that Mr. Kenny is an «audit
committee financial expert» as defined by applicable SEC rules.