Not exact matches
then the persons named as proxy holders, Luca Maestri and Bruce Sewell, will
vote your shares in the manner recommended by the
Board on all
matters presented in this Proxy Statement and as the proxy holders may determine in their discretion with respect to any other
matters properly presented for a
vote at the Annual Meeting.
If you are a shareholder of record and you indicate that you wish to
vote as recommended by our
Board or if you sign, date and return a proxy card but do not give specific
voting instructions, then the proxy holders will
vote your shares in the manner recommended by our
Board on all
matters presented in this Proxy Statement, and the proxy holders may determine in their discretion regarding any other
matters properly presented for a
vote at our Annual Meeting.
Having previously worked across the corporate governance, equities research, private equity and strategy consulting sectors, Michael now advises ASX
boards and senior managers
on governance - related
matters and in the execution of corporate actions and
vote - related company meetings, including shareholder activism campaigns and proxy battles both in Australia and abroad.
A
board acting in this capacity and with the knowledge of the company's business and the implications for a particular proposal
on that company's business is well situated to analyze, determine and explain whether a particular issue is sufficiently significant because the
matter transcends ordinary business and would be appropriate for a shareholder
vote.
These responsibilities include: (i) fostering processes that allow the
Board to function independently of management and encouraging open and effective communication between the
Board and management of the Company; (ii) providing input to the Chairman
on behalf of the independent Directors with respect to
Board agendas; (iii) presiding at all meetings of the
Board at which the Chairman is not present, as well as regularly scheduled executive sessions of independent Directors; (iv) in the case of a conflict of interest involving a Director, if appropriate, asking the conflicted Director to leave the room during discussion concerning such
matter and, if appropriate, asking such Director to recuse him or herself from
voting on the relevant
matter; (v) communicating with the Chairman and the CEO, as appropriate, regarding meetings of the independent Directors and resources and information necessary for the
Board to effectively carry out its duties and responsibilities; (vi) serving as liaison between the Chairman and the independent Directors; (vii) being available to Directors who have concerns that can not be addressed through the Chairman; (viii) having the authority to call meetings of the independent Directors; and (ix) performing other functions as may reasonably be requested by the
Board or the Chairman.
Members, which include MASIPAG, are entitled to
vote on new policies, resolutions, election of World
Board members and other important
matters.
i would have to disagree there as it is a
board of directors with 6 members as far as i know, and they all have an equal
vote on club
matters, otherwise stan might as well liquidate the
board as is and just make all the decisions himself that would be easier for him.
The
board is expected to take a final
vote on the
matter Tuesday night.
Cameron refused, saying it was a
matter for the RBS
board, leading Miliband to announce that Labour would force a Commons
vote on whether or not the government should block it.
For some, such as most town and village
boards, the tax cap is only a
matter of optics:
on a five - member
board, a 60 percent override requires the same three
votes as a simple majority needed to approve a budget.
Any members participating in the
Board's consideration of a
matter involving self - serving or conflicting interest shall state the nature of the conflict in speaking to the issue, recuse from
voting on such
matters and such recusal shall be so recorded.
The
Board also
voted on enforcement
matters for four campaigns involved in the 2013 citywide election cycle.
As a member of the
board of trustees since 2007, he has routinely abstained from
voting on charter school
matters.
When the confidential settlement agreement was approved by the Town
Board last October, Lewza abstained from
voting on the
matter without disclosing why.
The Town
Board proceeded to
vote down a public hearing
on the
matter so Alex wouldn't have to face those faces.
By ruling of the presiding officer, or
on motion of any Council member supported by at least one - third of the Council members present and
voting, any
matter on the agenda that has not yet come to
vote, with the exceptions of a proposed amendment to the Constitution or a motion to recall an elective member of the
Board, may be submitted to the entire Council membership for a mail ballot, or by electronic means, and shall require for its approval a favorable
vote of a majority of the Council members, except that a resolution shall require for its adoption a favorable
vote of two - thirds of those members.
If such a conflict does arise,
Board members shall declare that a conflict exists before the
Board and refrain from
voting on any
matters in which the
Board member has a conflict.
In such cases the
board member should refrain from participating in discussions about or
voting on such
matters in work groups and regular
board meetings, and can even choose to leave the room, according to the policy.
After delaying a
vote on a screening program its creators say can better predict whether prospective teachers will improve student achievement, the Madison School
Board will take action
on the
matter later this month.
School
Board members meet once per month to discuss and
vote on matters for the school.
This is a
matter that is expected to be
voted on by the
Board of Education at the end of August.
The move is mandated by state law passed two years ago, so the
board had no say
on the
matter, said chair Peter Harding, making the
vote essentially a formality.
Any member of the governing
board who is nominated for the award shall abstain from
voting on matters related to the award during their term of office.
(2) propose resolutions of the stockholders of [VNDA] to amend the Bylaws to (i) provide that [VNDA]'s Annual Meetings of Stockholders for each year commencing in 2010 be held
on April 30th or, if April 30th is not a business day,
on the first business day following April 30th and (ii) provide that certain
matters requiring the approval of [VNDA]'s
Board of Directors require a unanimous
vote for such approval; and
Except as otherwise specified in these Bylaws, all
matters before the membership at an Annual or Special Meeting or by mail ballot, and all
matters before the
Board of Directors shall be decided by a majority of the eligible
votes cast at the meeting or
on the ballots.
Honorary members shall not be eligible to serve as officers of the Association nor to
vote on Association
matters but may serve
on committees at the discretion of the Executive
Board.
According to the National Council of Nonprofits, an organization's «conflict of interest policy should (a) require those with a conflict (or who think they may have a conflict) to disclose the conflict / potential conflict, and (b) prohibit interested
board members from
voting on any
matter in which there is a conflict.»
I suppose it was only a
matter of time, but the ABA Journal reports that the «Florida
Board of Bar Examiners
voted to review applicants» social networking sites
on a case - by - case basis».
In addition, Joel has advised
on a range of rate and regulatory
matters relating to electric energy markets administered by independent system operators (ISOs), including: representation before the FERC and as a
voting representative for a client, at New York and New England ISOs management committee and subcommittee meetings; representation before NEPOOL and litigation before the NEPOOL Review
Board; litigation
on energy market prices in ISO administered markets; electric transmission access and pricing; and RTO formation.
«The president acknowledged it and said that the
board had discussed the
matter at its last two meetings, and there was probably going to be a $ 1,000 assessment proposed in the next two months to be
voted on by the
board.