Executive Committee. (A) The Executive Committee shall be composed of not more than nine members who shall be selected by the Board of Directors from its own members and who shall hold office during the pleasure of the Board.
Executive Committee. The Board may establish an executive committee consisting of a smaller number of Directors. The Board may delegate to the executive committee such authority as the Board might otherwise exercise, subject to limitations placed on the Board’s authority to delegate certain essential functions, as described in the Operating Rules and Regulations. The Board may not delegate to the Executive Committee or any other committee its authority under Section 2.5.11 to adopt and amend the Operating Rules and Regulations.
Executive Committee. The Board of Managers, by resolution adopted by a majority of the Managers then in office, may designate one or more Managers to constitute an Executive Committee, to serve as such, unless the resolution designating the Executive Committee is sooner amended or rescinded by the Board of Managers, until their respective successors are designated. The Board of Managers, by resolution adopted by a majority of the Managers then in office, may also designate additional Managers as alternate members of the Executive Committee to serve as members of the Executive Committee in the place and stead of any regular member or members thereof who may be unable to attend a meeting or otherwise unavailable to act as a member of the Executive Committee. In the absence or disqualification of a member and all alternate members who may serve in the place and stead of such member, the member or members thereof present at any meeting and not disqualified from voting, whether or not such member or members constitute a quorum, may unanimously appoint another Manager to act at the meeting in the place of any such absent or disqualified member. Except as expressly limited by applicable law, the Executive Committee shall have and may exercise all the powers and authority of the Board of Managers in the management of the business and affairs of the Company between the meetings of the Board of Managers. The Executive Committee shall keep a record of its acts and proceedings, which shall form a part of the records of the Company in the custody of the Secretary, and all actions of the Executive Committee shall be reported to the Board of Managers at the next meeting of the Board of Managers. Meetings of the Executive Committee may be called at any time by the Chairman of the Board, the President, or any two of its members. No notice of meetings need be given. A majority of the members of the Executive Committee shall constitute a quorum for the transaction of business and, except as expressly limited by this paragraph (k), the act of a majority of the members present at any meeting at which there is a quorum shall be the act of the Executive Committee. Except as expressly provided in this paragraph (k), the Executive Committee shall fix its own rules of procedure.
Executive Committee. (1) When the Assembly has established an Executive Committee, that Committee shall be subject to the provisions set forth hereinafter.
Executive Committee. The Trustees by vote of a majority of all the Trustees may elect from their own number an Executive Committee to consist of two (2) or more Trustees to hold office at the pleasure of the Trustees, which shall have the power to conduct the current and ordinary business of the Trust while the Trustees are not in session, including the purchase and sale of securities and the designation of securities to be delivered upon redemption of Shares of the Trust, and such other powers of the Trustees as the Trustees may, from time to time, delegate to them except those powers by law, the Declaration of Trust or these By-Laws they are prohibited from delegating.
Executive Committee. The Board of Directors may appoint an Executive Committee to consist of one (1) or more members of the Board of Directors. The Executive Committee, to the extent permitted by law and provided in the resolution of the Board of Directors shall have and may exercise all the powers and authority of the Board of Directors in the management of the business and affairs of the corporation, and may authorize the seal of the corporation to be affixed to all papers which may require it; but no such committee shall have the power or authority in reference to (i) approving or adopting, or recommending to the stockholders, any action or matter (other than the election or removal of directors) expressly required by the DGCL to be submitted to stockholders for approval, or (ii) adopting, amending or repealing any Bylaw of the corporation.
Executive Committee. At the Closing, an executive committee for the Company (the "Executive Committee") shall be created and the Company shall take all actions so that the three Purchaser Designees and X. Xxxxxx Xxxxxxx, III, are appointed to serve on the Executive Committee. The President of the Company shall serve as an advisory member of the Executive Committee. The Executive Committee shall have and may exercise all the powers and authority of the Board in the management of the business and affairs of the Company on matters which by law do not need whole Board approval. The affirmative vote of a majority of the members of the Executive Committee must approve a particular matter for it to be the act of the Executive Committee. If the affirmative vote of a majority of the members of the Executive Committee on a particular matter submitted to the Executive Committee for approval cannot be obtained, such matter shall be submitted to the whole Board for approval. Executive Committee approval shall be required to approve operating or capital expenditures exceeding $1,000,000 per transaction, unless such expenditures were specifically approved by the Board as part of the Annual Budget. Whole Board approval shall be required to approve (i) any operating or capital expenditure or series of related expenditures exceeding $2,500,000, unless such expenditure or expenditures were specifically approved by the Board as a part of the Annual Budget, (ii) the nomination of members for election to the Board, (iii) the filling of vacancies in the Board, the Executive Committee or other Board committee, and (iv) transactions between the Company, on the one hand, and any Purchaser or any Affiliate of any Purchaser, on the other hand. Written or printed notice stating the place, day and hour of any meeting of the Executive Committee and the purpose or purposes for which the meeting is called shall be delivered to each member of the Executive Committee so that it is received by such member not less than three days before the date of the meeting. Any action required or permitted to be taken at a meeting of the Executive Committee may be taken without a meeting if a consent in writing, setting forth the action so taken, is signed by all the members of the Executive Committee.
Executive Committee. The Executive Committee as provided for herein shall have the authority to change the Per Diem rate stated herein; draft a valid article, clause or provision as provided for in the Savings Clause (Article XXIV); and to make revisions necessary to this AGREEMENT. The Executive Committee shall consist of eleven (11) duly appointed representatives of the following: five (5) representatives of signatory UNIONS appointed by the UNIONS and five (5) representatives appointed by signatory EMPLOYERS, and the non-voting COORDINATOR. Matters before this Committee shall be settled by a quorum of three (3) or more UNION representatives and three (3) or more EMPLOYER representatives, with equal votes. A majority vote will settle any matters before the Executive Committee. In the event an issue, other than a proposed revision, is not resolved (i.e., tie vote) above, either party may serve upon the other and the COORDINATOR written notice by Certified Mail, within five (5) working days requesting that the dispute be resolved by arbitration. If such a written notice is served the parties shall jointly request the Federal Mediation and Conciliation Service to submit the names of five (5) qualified arbitrators, from which list the UNION and the EMPLOYER shall alternately strike names until only one name is left, which person shall hear and resolve the dispute. A hearing shall be conducted by the Arbitrator at which time the parties to the dispute shall be given the opportunity to appear and offer evidence in support of their positions. A decision by the arbitrator shall be rendered in writing by a reasonable time, not to exceed xxx (10) days after the conclusion of the hearing. The decision of the arbitrator shall be final and binding upon the parties. The reasonable expenses and fees of the arbitrator shall be borne equally by the parties. Members of the Executive Committee shall be appointed for a term of one (1) year. Rules and Procedures (Available on request) Notification by regular mail is acceptable. Notification by electronic means is acceptable with receipt. (i.e., e-mail) ALTERNATE REPRESENTATIVES: Signatory UNIONS may appoint one (1) alternate representative to act in the official capacity of an appointed representative only in the absence of the appointed representative. Signatory EMPLOYERS may appoint one (1) alternate representative to act in the official capacity of an appointed representative only in the absence of the appointed representative. The Co-Chairma...
Executive Committee. 2.1 To advance harmonious relations between EPSCA, the Employers, the Union, and the employees, the parties shall each appoint an Executive Committee. The Committees shall meet together at least annually to review matters associated with the administration of this Collective Agreement with the intent of achieving uniformity of application of this Agreement wherever employees are working in the Province. This Committee shall consist of not more than six (6) members from each party.
Executive Committee. The Board of Directors may appoint an Executive Committee to consist of one (1) or more members of the Board of Directors. The Executive Committee, to the extent permitted by law and provided in the resolution of the Board of Directors shall have and may exercise all the powers and authority of the Board of Directors in the management of the business and affairs of the corporation, and may authorize the seal of the corporation to be affixed to all papers which may require it; but no such committee shall have the power or authority in reference to (i) approving or adopting, or recommending to the stockholders, any action or matter expressly required by the DGCL to be submitted to stockholders for approval, or (ii) adopting, amending or repealing any bylaw of the corporation.
