Sentences with phrase «independent board committee»

Theranos has taken steps to fix the problems, including hiring a new chief compliance officer and appointing an independent board committee, Holmes said in the interview.

On March 26, the company revealed the results of an independent board committee investigation into $ 56 million in payments the firm made to commercial agents, typically people on the ground in foreign countries who help SNC - Lavalin win contracts.

Both CBS and Viacom have formed independent board committees to consider a merger at the behest of NAI, and whether terms of a merger can be agreed is now up to them.

National Amusements may contact CBS and Viacom as early as this week to ask them to form such independent board committees, one of the sources said.

Not exact matches

Viacom, which owns Nickelodeon and MTV, formed the committee of six independent board members last month to evaluate the merger proposal.

These board committees are important for the merger because T - Mobile and Sprint are majority owned by Germany's Deutsche Telekom and Japan's SoftBank, respectively, and could be left vulnerable to potential lawsuits from minority shareholders if they don't establish independent mechanisms to review the deal.

A committee of the independent members of the board of directors has been established to review the offer, which would require approval by a majority of the minority shareholders of Sun - Rype.

Viacom's board of directors has begun discussions about setting up an independent special committee to explore a combination with CBS.

Those appointments came under fire earlier this year as it became clear that HP's newly appointed chair, Ray Lane, circumvented the board's independent nominations process by involving the CEO in identifying board candidates and deciding to oversee the process himself (although he had a long - standing relationship with the CEO and was not a member of the nominations committee).

And how will the independent chairs of the committees for the HP board be determined going forward?

One of the new directors, Waleed Al Muhairi, 35, is not considered independent and serves on no committees but is on the board because of an agreement with investors giving them the right «to designate a representative to our Board of Directors.&rboard because of an agreement with investors giving them the right «to designate a representative to our Board of Directors.&rBoard of Directors.»

Goodwin Procter LLP is legal counsel to the Independent Transaction Committee of the Board of Directors of Sprint.

The Audit Committee of the Board of Directors of Alphabet is comprised entirely of independent directors who meet the independence requirements of the Listing Rules of the NASDAQ Stock Market and the SEC.

The Audit Committee has also discussed with the independent auditors matters required to be discussed by Auditing Standard No. 16, «Communications with Audit Committees» issued by the Public Company Accounting Oversight Board (PCAOB).

The committees of the board of directors also generally meet in executive session at the end of each committee meeting, except for meetings of the Acquisition Committee and the Executive Committee as these committees have only one or no independent dcommittee meeting, except for meetings of the Acquisition Committee and the Executive Committee as these committees have only one or no independent dCommittee and the Executive Committee as these committees have only one or no independent dCommittee as these committees have only one or no independent directors.

We discussed with PricewaterhouseCoopers matters that independent registered public accounting firms must discuss with audit committees under generally accepted auditing standards and standards of the Public Company Accounting Oversight Board («PCAOB»), including, among other things, matters related to the conduct of the audit of the Company's consolidated financial statements and the matters required to be discussed by PCAOB AU 380 (Communications with Audit Cocommittees under generally accepted auditing standards and standards of the Public Company Accounting Oversight Board («PCAOB»), including, among other things, matters related to the conduct of the audit of the Company's consolidated financial statements and the matters required to be discussed by PCAOB AU 380 (Communications with Audit CommitteesCommittees).

The Audit Committee of the board of directors of Google is comprised entirely of independent directors who meet the independence requirements of the Listing Rules of the NASDAQ Stock Market and the SEC.

After the end of the fiscal year, upon recommendation of the Compensation Committee after reviewing peer company market data supplied by the Compensation Committee's independent compensation consultant, the Board increased the additional cash retainer for the Chair of each cCommittee after reviewing peer company market data supplied by the Compensation Committee's independent compensation consultant, the Board increased the additional cash retainer for the Chair of each cCommittee's independent compensation consultant, the Board increased the additional cash retainer for the Chair of each committeecommittee.

Centerview Partners LLC is acting as financial advisor to the Independent Transaction Committee of the Board of Directors of Sprint.

The independent registered public accounting firm shall also submit on a periodic basis, but at least annually, to the Audit Committee a formal written statement delineating all relationships between the audit firm and the corporation, including each non-audit service provided to the corporation and at least the matters set forth in Public Company Accounting Oversight Board Rule 3526.

Furthermore, our Board has determined that all of our independent directors satisfy the heightened audit committee independence standards under NYSE and SEC rules.

The Compensation Committee and the independent members of the Board also evaluated the cost to us of these arrangements and the potential payout levels to each affected executive under various scenarios.

Each member of the Board and our Chief Executive Officer is subject to the following minimum stock ownership requirements: (i) each director shall own shares of Tesla stock equal in value to at least five times the annual cash retainer for directors (exclusive of retainer amounts for service as Lead Independent Director or as a member or chair of a Board committee), and (ii) our Chief Executive Officer shall own shares of Tesla stock equal in value to at least six times his / her base salary.

Our Board formed a committee of independent directors to oversee the BSC and keep the Board informed of the progress of the BSC.

The Audit Committee has met with the internal auditors and independent registered public accounting firm, separately and together, with and without management present, to discuss IBM's financial reporting process and internal accounting controls in addition to other matters required to be discussed by the statement on Auditing Standards No. 16, Communications with Audit Committees, as adopted by the Public Company Accounting Oversight Board (PCAOB), as may be modified or supplemented.

In addition, the Board has delegated oversight of certain categories of risk to the Audit and Compensation Committees, which are comprised entirely of independent directors.

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 NYcommittee consists solely of the directors who our Board has determined, upon the recommendation of our Corporate Governance and Nominating Committee, are independent under NYCommittee, are independent under NYSE rules.

TD Ameritrade shareholders may communicate with any member of the board of directors, including the chairperson of any committee, an entire committee or the independent directors or all directors as a group, by sending written communications to:

Independent directors comprise 85 % of the Board and 100 % of the Audit, Directors and Corporate Governance and Executive Compensation and Management Resources Committees.

Mr. Bryan reviews and approves the agenda, schedule and materials for each Board and Corporate Governance and Nominating Committee meeting and executive sessions of the independent directors.

Any person who wishes to communicate with any of our directors, our committee Chairs, our Presiding Director, or with our independent directors as a group, may mail correspondence to John F. W. Rogers, Secretary to the Board of Directors, at The Goldman Sachs Group, Inc., 200 West Street, New York, New York 10282.

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.

> Maintenance of Board Committees including Audit, Compensation and Nominating and Corporate Governance Committees, all comprised entirely of fully independent directors;

One distinguishing feature of our corporate governance is that all of our independent directors serve on all of our Board's four standing committees.

Each automatic triennial stock option grant and each stock option grant for service as lead independent director, member of a Board committee or chair of a Board committee, in each case as described above, will vest 1/36 per month for three years starting on the one month anniversary of the vesting commencement date, subject to continued service in the capacity for which such grant was made (except that if a director who was granted such an option ceases to be a director on the day before an annual meeting that is held earlier than the anniversary date of the vesting commencement date for that calendar year, vesting will accelerate with respect to the shares that would have vested if such director continued service through such anniversary date).

The Committee considers all of this information in developing its recommendations, which are then presented to the independent members of the IBM Board of Directors for further review, discussion and final approval.

We believe this structure allows for a collective focus by our independent directors on the various complex matters that come before Board committees.

Our Board, upon the recommendation of our Corporate Governance and Nominating Committee, has a stock ownership policy that requires each independent director to beneficially own at least 5,000 shares of Common Stock or vested RSUs within two years of becoming a director; all of our independent directors are in compliance with this policy.

Mr. Bryan, as the Chair of our Corporate Governance and Nominating Committee, was designated as the Presiding Director by our independent directors, who constitute a majority of our Board; our independent directors may elect another independent director as Presiding Director at any time.

In a recent statement, Tesla did mention that a committee formed of «independent and disinterested» SolarCity board members evaluated its merging offer.

Each of the Board committees is comprised solely of independent directors, and each committee has a chair.

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 requCommittee, 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 requCommittee 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 requcommittee members and satisfied the NYSE financial literacy requirements.

The Board performs its risk oversight function primarily through its five standing committees, which report to the whole Board and are comprised solely of independent directors.

• 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.

The CNGC oversees the Board and committee evaluation process, and the CNGC Chair and Lead Independent Director work together to develop and implement the Board and committee evaluations.

The CEIFB consists of a seven - member Board, appointed by the Government, based on recommendations of an independent nominating committee.

In or about January 2015, the Board appointed an Oversight Committee of the Board (the «Oversight Committee») and delegated to the Oversight Committee the independent and plenary authority to oversee and direct the Investigation and make findings and decisions related to the Investigation.

This column reflects the annual retainer, committee chair retainers, the Lead Independent Director retainer, retainers for service on multiple Board committees, additional payments to certain directors for attendance at Board meetings that required intercontinental travel, and the additional Audit Committee fees describcommittee chair retainers, the Lead Independent Director retainer, retainers for service on multiple Board committees, additional payments to certain directors for attendance at Board meetings that required intercontinental travel, and the additional Audit Committee fees describCommittee fees described above.

The Board performs its risk oversight function primarily through its seven standing committees, including its Risk Committee, all of which report to the whole Board and are comprised solely of independent directors.

Additional responsibilities for our Lead Independent Director, including active participation in the agenda - setting process for the Board and committees;