Common use of How Constituted Clause in Contracts

How Constituted. The Board of Directors may, by resolution adopted by a majority of the whole Board, designate one or more Committees, including an Executive Committee, each such Committee to consist of such number of Directors as from time to time may be fixed by the Board of Directors, provided that during the term of the Shareholders Agreement, the Executive Committee will consist of four Directors, and the composition of the Executive Committee will be as provided in the Shareholders Agreement. Any Committee may be abolished or redesignated from time to time by the Board of Directors. The Board of Directors may designate one or more Directors as alternate members of any such Committee (excluding, during the term of the Shareholders Agreement, the Executive Committee), who may replace any absent or disqualified member or members at any meeting of such Committee. After the termination of the Shareholders Agreement, members (and alternate members, if any) of each such Committee may be designated at the annual meeting of the Board of Directors. Each member (and each alternate member) of any such Committee (whether designated at an annual meeting of the Board of Directors or to fill a vacancy or otherwise) shall hold office until his successor shall have been designated or until he shall cease to be a Director, or until his earlier death, resignation or removal. [Section 141(b), (c).]

Appears in 1 contract

Sources: Shareholder Agreement (Remington Arms Co Inc/)

How Constituted. The Board of Directors may, by resolution adopted by a majority of the whole Board, designate one or more Committeescommittees, including an Executive Committee, a Finance and Audit Committee and a Compensation and Pension Committee, each such Committee committee to consist of such number of Directors as from time to time may be fixed by the Board of Directors, provided PROVIDED that during the term of the Shareholders Agreement, the Executive Committee will shall initially consist of four three or more Directors, and one of whom shall be the composition of the Executive Committee will be as provided in the Shareholders Agreement. Any Committee may be abolished or redesignated from time to time by the Board of DirectorsChairman. The Board of Directors may designate one or more Directors as alternate members of any such Committee (excluding, during the term of the Shareholders Agreement, the Executive Committee)committee, who may replace any absent or disqualified member or members at any meeting of such Committeecommittee. After the termination of the Shareholders AgreementThereafter, members (and alternate members, if any) of each such Committee committee may be designated at the annual meeting of the Board of Directors. Any such committee may be abolished or re-designated from time to time by the Board of Directors. Each member (and each alternate member) of any such Committee committee (whether designated at an annual meeting of the Board of Directors or to fill a vacancy or otherwise) shall hold office until his successor shall have been designated or until he shall cease to be a Director, or until his earlier death, resignation or removal. [Section 141(b), (c141(c).]

Appears in 1 contract

Sources: By Laws (Lexmark International Inc)

How Constituted. The Board of Directors may, by resolution adopted by a majority of the whole Board, designate one or more Committees, including an Executive Committee, each such Committee to consist of such number of Directors as from time to time may be fixed by the Board of Directors, provided that during the term of the Shareholders Agreement, the Executive Committee will consist of four Directors, and the composition of the Executive Committee will be as provided in the Shareholders Agreement. Any Committee may be abolished or redesignated from time to time by the Board of Directors. The Board of Directors may designate one or more Directors as alternate members of any such Committee (excluding, during the term of the Shareholders Agreement, the Executive Committee), who may replace any absent or disqualified member or members at any meeting of such Committee. After the termination of the Shareholders Agreement, members (and alternate members, if any) of each such Committee may be designated at the annual meeting of the Board of Directors. Each member (and each alternate member) of any such Committee (whether designated at an annual meeting of the Board of Directors or to fill a vacancy or otherwise) shall hold office until his successor shall have been designated or until he shall cease to be a Director, or until his earlier death, resignation or removal. [Section 141(b), (c141(b),(c).]

Appears in 1 contract

Sources: Shareholder Agreement (Remington Arms Co Inc/)