Advisory Board of Directors. The board may appoint persons, who need not be directors, to serve as advisory directors on an advisory board of directors established with respect to the business affairs of either this Association alone or the business affairs of a group of affiliated organizations of which this Association is one. Advisory directors shall have the powers and duties as may be determined by the board, provided, that the board's responsibility for the business and affairs of this Association shall in no respect be delegated or diminished. Section 3.2.
Advisory Board of Directors. Promptly after the Acquisition --------------------------- Merger Effective Time, the board of directors of Ambanc shall create a special committee of the board for the purpose of providing an orderly transition to a smaller board of directors. In addition, on or immediately following the Acquisition Merger Effective Time, Ambanc shall create an advisory board of directors and shall appoint three persons selected by the Company, in consultation with Ambanc, to the advisory board of directors. Advisory directors shall be paid an advisory director board fee in an amount to be determined.
Advisory Board of Directors. NVSL Bank shall establish an advisory board for the purpose of advising NVSL Bank on its operations in the area served by SSE Bank’s offices and generating additional business contacts for NVSL Bank in such area. NVSL Bank shall maintain the advisory board for a minimum of one (1) year following the Effective Date. Thereafter, NVSL Bank may disband the advisory board at any time in its sole discretion. Except for the director of SSE that may serve as a director of both Newco and NVSL Bank as contemplated by Section 5.19 hereof, each other director of SSE as of the Effective Time shall be invited to serve on the advisory board. The advisory board shall meet monthly and each advisory director shall receive $400 per meeting attended. Such advisory board shall comply with the regulations of the OTS.
Advisory Board of Directors. FBC agrees, promptly after the Effective Time of the Bank Merger, to take all actions necessary to appoint to the Advisory Board of Directors of Franklin (the “Advisory Board”) each of X.X. Xxxxxx, Xxxxxxx X. Xxxxxxx, Xxx Xxxxxxxxx, Xxxxxxx X. Xxxxx, Xxxxxx X. Xxxxx, Xx., Xxxxxx X. Xxxxx, III, Xxxxx X. Xxxxxxxx, Xxxxxx X. Xxxx, Xxxxxx X. Xxxxx, Xxxx Xxxxx Xxxx, Xxxxxxx X. Xxxxxxx, Xxxxxxx X. Xxxxxx, Xxxxxx X. Xxxxxxxx, Xxxxx X. Xxxxxxx, Xxxxxxx X. Xxxxxxxxx, Xxxxxxx X. Xxxxxxxxxx, Xxxxxx X. XxXxxx, Xxxx XxXxxxxx, Xxxx X. Xxxxx, Xxxxxxx X. Xxxxxxx, Xxxxxxx X. Xxxxxxx, Xx., Xxxx X. Xxxxxxxxxx and Xxxxxxx X. Xxxx (the “Bank Advisory Board Nominees”) and, for a 24-month period thereafter (the “Subject Period”), to cause the Bank Advisory Board Nominees to continue to be appointed to serve thereon; provided, that if during the Subject Period any Bank Advisory Board Nominee shall be subject to a Disqualification Event (as hereinafter defined), FBC’s obligations under this section to cause such nominee to continue to be appointed to the Advisory Board during the Subject Period shall terminate, and such nominee’s service on the Advisory Board may be terminated. As used herein, the term “Disqualification Event” means, as to any Bank Advisory Board Nominee, the occurrence of any of the following events: (i) such nominee shall be prohibited by law, order, injunction, decree or otherwise from serving as a director of FBC or Franklin; (ii) such nominee shall have been convicted of any felony or crime of moral turpitude; (iii) such nominee shall file (or any entity indebted to Franklin of which such nominee shall have been an executive officer or controlling person within the two years prior to filing shall file) a voluntary petition under any federal or state bankruptcy or insolvency law, or such nominee shall become (or any entity indebted to the Consolidated Bank of which such nominee shall have been an executive officer or controlling person within the two years prior to filing shall become) the subject of an involuntary petition filed under any such law that is not dismissed within 30 days; (iv) such nominee shall be involved in any of the events or circumstances enumerated in Item 401(f)(1)-(6) of Regulation S-K (or any successor or substitute provision of similar import) promulgated by the Securities and Exchange Commission (the “SEC”), or similar provisions of state “blue sky” laws; or (v) the occurrence of a default or an event which, with notice or lapse of ti...
Advisory Board of Directors. At the Effective Time, the five directors of SFSB as of the date hereof will be appointed to a newly created Advisory Board for Laurel for a period of one 31 year. Each advisory board member shall be compensated for their services in an amount of $750 per month.
Advisory Board of Directors. After the Effective Time, the current members of United Federal's Board of Directors shall serve as members of applicable Triangle local advisory boards, subject to satisfactory performance, and for such service, such individuals shall be compensated in accordance with Triangle's standard arrangements for the compensation of local advisory board members.
Advisory Board of Directors. For a period of not less than two years following the Effective Time, German American shall establish and maintain an advisory board of directors of German American for its Evansville banking market, and appoint five (5) current members of the Board of Directors of Bank of Evansville to serve on such advisory board. The advisory board shall meet on a regular basis and shall consult and confer with the Board of Directors of German American as to, among other things, transitional matters related to the Bank Merger and business development and community service in the Evansville banking market. The members of the advisory board shall receive compensation comparable to the compensation paid by GABC or German American to other advisory directors.
Advisory Board of Directors. Kearny shall, subject to the exercise of its fiduciary duty, establish a Kearny Federal Savings Bank advisory board (the "Advisory Board") to consist of Txxxxx Xxxxxxxxxx, Exxxxx X. Xxxxxxx, Axxxxxx X. Xxxxxxx, Exxxxx X. Xxxxxxxx, Pxxxx X. Xxxxxxxxx, Jxxx X. Xxxxxxxxx and Wxxxxx X. Xxxxx who shall be invited to serve on such Advisory Board for a period ending no earlier than three years following the Merger Effective Date. Each member of the Advisory Board, while serving on the Advisory Board, will receive annual board fees of $21,000, which shall be payable in quarterly installments at the end of each calendar quarter.
Advisory Board of Directors. At the Effective Time, the four non-employee directors of WSB will be appointed to a newly created Workingmens Bank Advisory Board for ESB Bank and/or ESB for a period of not less than three years. Each advisory board member shall be compensated for their services in an amount of not less than an annual retainer of $12,000 to be paid quarterly in consideration for attendance at quarterly meetings. Mr. Xxxxxxx Xxxxxx (or such other person selected by ESB Bank and/or ESB) will chair the Advisory Board. The provisions of this Section 4.13(b) are intended to be for the benefit of, and shall be enforceable by, members of the Board of Directors of WSB.
Advisory Board of Directors. As of the Effective Time, Buyer shall ---------------------------- establish an Advisory Board of Directors for the St. Landry Parish with monthly meetings for a period of not less than two years. Subject to the fiduciary duty of the Buyer, each of the directors of the Seller Bank will be appointed to such advisory board to be paid $750 per meeting attended.
