Sentences with phrase «required by directors»

Given all of the potential conflicts that may arise in acquitting its responsibilities, the degree to which boards rely on GCs to provide guidance and support, and the keen insight the GC typically acquires regarding the skills and knowledge required by directors to carry out their duties, it is surprising to me that the GC is usually not involved in interviewing and recommending individual board members.

12 (1) Where the Director is satisfied that a charge presented for registration contains terms that should be filed under subsection 8 (1) because of the frequency of their use in charges in favour of the chargee, the Director may give the chargee notice in the form and manner required by the Director that on and after a day specified by the Director, no charge in favour of the chargee that sets the terms out expressly shall be registered without the Director's authorization.

Not exact matches

«We are run by a board of directors that are Home Hardware dealers, so it's the dealers telling head office what we require.

By contrast, Delaware Chancery Court Judge Leo Strine, now chief justice of the state Supreme Court, wrote in the Wake Forest Law Review: «Corporate law requires directors, as a matter of their duty of loyalty, to pursue a good faith strategy to maximize profits for the stockholders.»

«And although the law required no reason at all to fire an FBI director, the administration then chose to defame me, and more importantly the FBI, by saying that the organization was in disarray, that it was poorly led, that the workforce had lost confidence in its leader,» he continued.

In April, they voted in favor of a shareholder proposal requiring annual majority rule votes for all directors, which Nabors has said they will abide by.

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.

The bill would attempt to reduce fraud in deals by requiring funding portals to obtain background checks on company officers and directors.

Its board of directors is supporting the Loblaw takeover bid but the deal requires approval from at least two - thirds of the votes cast by QHR shareholders at a special meeting to be held in October.

The SEC requires company proxies to disclose certain potential conflicts of interest and related party transactions by directors.

Officers, directors and greater than ten percent shareholders also are required by SEC rules to furnish Apple with copies of all Section 16 (a) forms they file.

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 of NASDAQ.

The Board's stock ownership policy provides that each non-employee director is required to attain, by the fifth anniversary of such director's initial election to the Board, a minimum share ownership position of the lesser of (i) 7,500 shares of common

(a) Schedule 2.7 (a) of the Disclosure Schedule contains a list setting forth each employee benefit plan, program, policy or arrangement (including any «employee benefit plan» as defined in Section 3 (3) of the Employee Retirement Income Security Act of 1974, as amended («ERISA»)(«ERISA Plan»)-RRB-, including, without limitation, employee pension benefit plans, as defined in Section 3 (2) of ERISA, multi-employer plans, as defined in Section 3 (37) of ERISA, employee welfare benefit plans, as defined in Section 3 (1) of ERISA, deferred compensation plans, stock option plans, bonus plans, stock purchase plans, fringe benefit plans, life, hospitalization, disability and other insurance plans, severance or termination pay plans and policies, sick pay plans and vacation plans or arrangements, whether or not an ERISA Plan (including any funding mechanism therefore now in effect or required in the future as a result of the transactions contemplated by this Agreement or otherwise), whether formal or informal, oral or written, under which (i) any current or former employee, director or individual consultant of the Company (collectively, the «Company Employees») has any present or future right to benefits and which are contributed to, sponsored by or maintained by the Company or (ii) the Company or any ERISA Affiliate (as hereinafter defined) has had, has or may have any actual or contingent present or future liability or obligation.

To ensure the independence of any consultant retained by the HRC, the HRC charter was also recently amended to require the HRC to pre-approve all services performed by any executive compensation consultant used by the HRC other than services performed for the GNC relating to non-employee director compensation.

The following table sets forth the 2010 compensation for our independent directors as determined by SEC rules, which require us to include equity awards granted during 2010.

Although Tesla does not have a formal policy regarding attendance by members of the Board at Tesla's annual meetings of stockholders, Tesla encourages, but does not require, directors to attend.

a person in respect of which all of the owners of interests, direct, indirect or beneficial, except the voting securities required by law to be owned by directors, are persons that are accredited investors,

The Board or the HRC or the GNC may modify, suspend, or terminate the LTICP but may not, without the prior approval of our stockholders, make any change to the LTICP that increases the total amount of common stock which may be awarded (except to reflect changes in capitalization), increases the individual maximum award limits (except to reflect changes in capitalization), changes the class of team members or directors eligible to participate, extends the duration of the LTICP, reduces the exercise price of or reprices outstanding stock options or stock appreciation rights, waives the LTICP's minimum time period requirements for vesting and lapse of restrictions for restricted stock or RSRs, or otherwise amends the LTICP in any manner requiring stockholder approval by law or under the NYSE listing requirements.

Our board of directors is authorized, without stockholder approval except as required by the listing standards of NASDAQ, to issue additional shares of our capital stock.

(1) Any customer who enters into a contract with an invention promoter and who is found by a court to have been injured by any material false or fraudulent statement or representation, or any omission of material fact, by that invention promoter (any agent, employee, director, officer, partner, or independent contractor of such invention promoter), or by the failure of that invention promoter to disclose such information as required under subsection (a), may recover in a civil action against the invention promoter (or the officers, directors, or partners of such invention promoter), in addition to reasonable costs and attorneys» fees --

The Approved: May 23, 2014 Committee is not required to assess the independence of any compensation consultant or other advisor that acts in a role limited to consulting on any broad - based plan that does not discriminate in scope, terms or operation in favor of executive officers or directors and that is generally available to all salaried employees or providing information that is not customized for a particular company or that is customized based on parameters that are not developed by the consultant or advisor, and about which the consultant or advisor does not provide advice.

«This is as Orwellian as it gets,» says Barbara Roper, director of investor protection with the Consumer Federation of America in Washington, D.C. «They will serve their clients best by defeating a regulation that would require them to do what's best for their clients?»

Such directors, executive officers and 10 % stockholders are required by SEC regulation to furnish us with copies of all Section 16 (a) forms they file.

The purpose of the Compensation Committee (the «Committee») of the Board of Directors (the «Board») of SkyWest, Inc. (the «Company») is to oversee the administration of the Company's compensation programs and prepare any report on executive compensation required by the rules and regulations of the U.S. Securities and Exchange Commission (the «SEC»).

At a minimum, the Board should have a majority of directors who meet the criteria for independence as and when required by the NASDAQ Stock Market («Nasdaq»).

Officers, directors and greater than ten percent shareholders also are required by SEC rules to furnish the Company with copies of all Section 16 (a) forms they file.

The restrictions imposed by federal law currently require that no more than 25 % of our voting stock be voted, directly or indirectly, by persons who are not U.S. citizens, and that our president and at least two - thirds of the members of our board of directors and senior management be U.S. citizens.

The notice must be submitted by a shareholder of record and must set forth the information required by the Company's bylaws with respect to each director nomination or other proposal that the shareholder intends to present at the 2015 annual meeting of shareholders.

The restrictions imposed by federal law currently require that no more than 25 % of our stock be voted, directly or indirectly, by persons who are not U.S. citizens and that our president and at least two - thirds of the members of our board of directors and senior management be U.S. citizens.

Our board of directors is authorized, without stockholder approval except as required by the listing standards of the, to issue additional shares of our capital stock.

We are also subject to restrictions imposed by federal law that require that no more than 25 % of our stock be voted, directly or indirectly, by persons who are not U.S. citizens and that our president and at least two - thirds of the members of our board of directors and senior management be U.S. citizens.

Officers, directors and greater than ten - percent shareholders are required by the regulations of the Securities Exchange Commission to furnish the Corporation with copies of all Section 16 (a) forms they file.

To ensure the independence of any consultant retained by the HRC, the HRC charter requires the HRC to pre-approve all services performed by any executive compensation consultant used by the HRC other than services performed for the GNC relating to non-employee director compensation.

The Enterprise Compensation Committee discharges the board of directors» responsibilities relating to the compensation of our executives and directors; reviews and discusses with management the Compensation Discussion and Analysis and performs other reviews and analyses and makes additional disclosures as required of compensation committees by the rules of the SEC or applicable exchange listing requirements; provides general oversight of our compensation structure, including our equity compensation plans and benefits programs, and confirms that these plans and programs do not encourage risk taking that is reasonably likely to have a material adverse effect on Hewlett Packard Enterprise; reviews and provides guidance on our human resources programs; and retains and approves the retention terms of the Enterprise Compensation Committee's independent compensation consultants and other independent compensation experts.

At Loblaw Companies Ltd.'s annual meeting, shareholders will be asked to vote on a proposed rule which would require that the role company chairman is filled by an independent director.

Tribune Publishing's nondisclosure agreement would require Gannett to «effectively cease» its proxy campaign asking Tribune Publishing shareholders to withhold support for directors or other public pursuit of a transaction, according to a statement issued by Gannett Monday.

Conceptually, the optimal approach is to require each investor to purchase a percentage equal to its pro rata ownership among the investor group of that portion of the financing allocated to the existing investors by the board of directors of the company, with the balance of the financing (if any) being purchased by the new investors.

By requiring individual elections instead of slate voting and limiting terms to one year, Bill C - 25 would ensure that directors on the board best reflect shareholder wishes.

The Board's stock ownership policy now provides that each non-employee director is required to attain, by the fifth anniversary of such director's initial election to the Board, a minimum share

In summary, actors say they only do what they are told by the writers and directors; writers and directors say producers require them to put more sex and violence into the shows; producers say it is the networks that demand more sex and violence; networks say their choices are limited, the competition is brutal, and the sponsors demand results.

When I presented the next year in Atlantic City to recreational department directors gathered for the annual meeting of the New Jersey Parks and Recreation Directors» Association, I spoke to the critical role they could play in improving sports safety by proactively exercising the power of the permit to require youth sport coaches to receive more training in first aid, CPR, and the signs and symptoms of a codirectors gathered for the annual meeting of the New Jersey Parks and Recreation Directors» Association, I spoke to the critical role they could play in improving sports safety by proactively exercising the power of the permit to require youth sport coaches to receive more training in first aid, CPR, and the signs and symptoms of a coDirectors» Association, I spoke to the critical role they could play in improving sports safety by proactively exercising the power of the permit to require youth sport coaches to receive more training in first aid, CPR, and the signs and symptoms of a concussion.

Statute 126-86-11 (2008) requires School Nutrition Service Directors to have an authorization endorsed by the West Virginia Department of Education.

Code 37-13-137 (2010) requires the Office of Healthy Schools of the State Department of Education to provide comprehensive training for food service directors food service managers of local school districts on marketing healthy foods, creating a healthy cafeteria environment, effective and efficient food service operations, the standards and expectations of food service staff, and other topics as identified by the department.

Concussion and Sports - Related Head Injury: Code 18 -2-25a (2013) requires the governing authority of each public and nonpublic elementary school, middle school, junior high school and high school, working through guidance approved by the department of health and communicated through the department of education, to do the following: (A) Adopt guidelines and other pertinent information and forms as approved by the department of health to inform and educate coaches, school administrators, youth athletes and their parents or guardians of the nature, risk and symptoms of concussion and head injury, including continuing to play after concussion or head injury; (B) Require annual completion by all coaches, whether the coach is employed or a volunteer, and by school athletic directors of a concussion recognition and head injury safety education course program approved by the department.

Sue Ashmore, programme director of Unicef's Baby Friendly Initiative, said that the initiative had urged «all institutions to adopt policies that require full code compliance and encourage adherence to the code by all their stakeholders.»

A prospectus highlighted by the British Humanist Association said: «If and when teachers are required by the curriculum to convey teachings that are totally against Islam (Darwinism, for example), the director of Islamic Studies will brief the relevant teachers and advise accordingly.»

«When I was approached by the director that my role will require me to scrap off my hair totally, I did not think about it twice before I agreed to play the role since it's what I have done before.

The county's director of labor relations concluded that the county was required to pays these benefits based upon the hours worked by Judge Lama.

Should the County Executive, his or her appointed Director of Budget and Management, or anyone fail to provide information including but not limited to the budget reports requested in subsection (f) above, the chair of the Commission shall notify the clerk of the Erie County Legislature and the chair of the Erie County Legislature, in writing, and the Chair of the Legislature shall compel that such information be provided to the Commission by exercising the powers available to the Legislature, in particular those powers to subpoena and require the production of evidence as outlined in article 2, section 202, paragraph h of Local Law No.1 - 1959, as amended, constituting the Erie County Charter.