Procedures Regarding The Conduct Of Meetings

Save this PDF as:
 WORD  PNG  TXT  JPG

Size: px
Start display at page:

Download "Procedures Regarding The Conduct Of Meetings"

Transcription

1 Procedures Regarding The Conduct Of Meetings 1 This document must be read in conjunction with the Memorandum & Articles of Association (the Governing Document) as adopted by the Trust from time to time. Articles 2 & 5 of the Governing Document also concerns proceedings at meetings. The rules concerning the conduct of Trustees and in particular the restrictions on being involved in discussion and decision on matters in which they have an interest are set out in the document Code of Conduct for Trustees. Matters which are specifically reserved for the Board of are set out in the document Matters Reserved for the Board. 2 Unless otherwise specified, these instructions apply to all meetings of the Trust including Committee meetings, sub Committee meetings, working party meetings and the like. 3 The Board of Trustees shall approve the Terms of Reference of all Committees. No other Committee, working group or similar body shall be established without the approval of the Board of Trustees. The review of Terms of Reference for and by each Committee will take place annually. Any changes must be approved by the Board before implementation. 4 The Governing Document deals with the procedure for the appointment of the Nominated and Elected Trustees. Each and every change to such appointment shall be recorded at the first Board meeting subsequent to the change taking place and notified to the members of the Trust in the next General meeting. 5 The Board and each Committee shall nominate a Chairman and a Deputy Chairman to preside in the absence of the Chairman. These appointments shall normally be made annually in October. The following procedure shall apply to the appointment of the Chairman and Deputy Chairman of the Board only. Nominations shall be made in writing and signed by the proposer and nominee. They must be received no later than 10 days before the meeting and accompanied by a short biography stating the reason for the nomination by the nominee. They will be circulated at least 5 days before the meeting. At the meeting at which the appointment of the Chair shall be made the Chief Executive shall take the Chair until the appointment has been made. Each Trustee (whether present or not) shall have one vote. Unless otherwise agreed at the meeting, voting shall be by secret ballot. If there is a tie either for Chairman or Deputy then a second secret ballot within the same meeting will take place with those present. If the second ballot results in a tie then a further secret ballot with those present will be held until a majority verdict on the appointee is reached.

2 The procedure for the appointment of the Chairman and Deputy Chairman of any Committee is by show of hands. This procedure continues until a majority verdict is reached and if the Committee fail to reach a majority verdict then the appointment shall be referred back to the Board. 6 The Chairman and Deputy shall normally hold office until the following October when further election(s) take place. Neither the Chair nor Deputy of the Board or any Committee can hold this office for a period exceeding three consecutive years. 7. The co-opted Trustees shall be appointed for a period of four years. The procedure for the appointment of the co-opted Trustees shall be as determined by the Trustees in a Board meeting no later than five months prior to when the appointment is scheduled. 8 A schedule of Board and Committee meeting dates for the forthcoming calendar year shall be issued in the preceding November. So as to allow Trustees and Officers to make a full contribution to meetings, in setting the dates and times for all meetings due consideration must be given to work life balance. 9 The Agenda for each meeting of the Board of Trustees shall be determined by the Chairman in consultation with the Chief Executive. The Agenda (together with all supporting papers) shall be circulated to Trustees and non-executive members at least five days before the meeting. 10 With regard to all Committee meetings, the Agenda shall be determined by the Chairman in consultation with the Officer servicing the meeting. The Agenda and all supporting papers shall be issued at least five days before the meeting is due to take place. Papers may be circulated electronically unless the quantity is large. 11 Any Trustee or Officer can request the inclusion of any item of business on the Agenda for any forthcoming meeting. Such requests shall be made to the Chairman or the Officer servicing the meeting and normally at least 5 days before the forthcoming meeting but in any event before the Agenda is despatched. If the Trustee has permission to include the item on the Agenda then the Trustee may be permitted to give a brief oral report. It is however always preferable that a written report be given, subject to the restrictions set out herein. 12 If an urgent or substantial matter arises between Board meetings, and if the next Board meeting of the Trustees is not imminent then the Chairman shall, if appropriate, instruct the Chief Executive to convene a meeting of all Trustees which all Trustees present in Stratford at the time must make all reasonable efforts to attend. Alternatively and in place of a meeting, the Chairman shall instruct the Chief Executive to use the Written Resolution Procedure as set out herein. 13 The quorum for each Committee is as set down in that Committee s approved Terms of Reference but shall be at least 1/3 of Committee Trustee members (rounded up to nearest whole number) provided always that each Committee has a minimum of three Trustees and, where the membership is three Trustees, then the quorum for that Committee must be set at three Trustees. The only exception to this rule is the Audit Committee for which the quorum is two Trustees and one non-executive member. Trustees who are not members of a Committee but nonetheless attend a Committee meeting do not count in the quorum. Those Trustees declaring an interest in the business put before the

3 meeting are also excluded from the quorum for that part of the meeting only. If the quorum as determined from time to time for any meeting is not present within 15 minutes of the start time for the meeting or if at any time during any meeting the meeting becomes inquorate then the meeting shall be adjourned until an appropriate time, to be determined at the meeting. The Trustees may appoint reserves to attend Committees when required. 14 In the absence of both the Chairman and Deputy Chairman from any meeting of Trustees then the Trustees present shall elect from themselves a person to take the Chair for the duration of that meeting. 15 Where Trustees are asked to vote on a matter put before them via a Written Resolution in place of a meeting, an Executive Summary of the matters set out in the resolution must accompany it. Where this facility is used then all Trustees who can be contacted including those not present in the United Kingdom at that time must vote on the resolution. The resolution will be transmitted electronically to those Trustees with facilities and posted to those who do not have this facility. Trustees are requested to notify the Chief Executive forthwith of their decision regarding the resolution. For the avoidance of doubt the resolution will only be passed if all Trustees voting agree to it. 16 For Committee meetings only, the draft minutes shall be circulated together with the Agenda for the next meeting at which the minutes will be approved once the Officer and Chairman of the meeting have agreed their contents. The recording of proceedings at meetings shall be undertaken by the Officer servicing the Committee. In the event of a difference in interpretation of events and decisions as set out in the draft minutes which cannot be resolved between the Officer and the Chairman, then the interpretation of both the Chairman and the Officer shall be put before the Committee for clarification at their next meeting (this shall not prevent a non contentious decision being implemented once set out in the draft minutes). Trustees shall raise any matters that have been omitted or incorrectly recorded in the draft minutes during the meeting and if that Trustee is not able to attend the meeting in person, then he/she shall raise their comments in writing with the Chairman in advance of the meeting so that their comments can be discussed at the meeting. Once the minutes have been approved, then except in the event of manifest error they shall be deemed conclusive. 17 Except in the event of manifest error, the decisions taken at all meetings of Trustees and all approved Written Resolutions are the decisions of the Trust. If a Trustee has strong reservations concerning the decision taken then it is the duty of the Trustee in the first instance to express those reservations during the meeting. If, subsequent to the decision being taken, either the Trustee or Officer still believes that there is a legal, constitutional or other significant reason why the decision taken was incorrect he/she should inform the Chairman of the Board of Trustees in writing of a reason why he/she disagrees with the decision taken and in any event as far as is reasonably practicable before any action is taken on the decision. The Chairman will then promptly inform the other Trustees of the reasons why concern has been expressed and Trustees will be consulted on the most appropriate way to resolve the issue and in the best interests of the Trust as a whole. Notwithstanding this, decisions taken at all meetings of Trustees are collective decisions and are decisions binding upon the Trustees and members. Trustees have a duty to stand by decisions of the Trust, even if they personally disagree with the decision or did not vote on the matter.

4 18 The order of business at all meetings of the Trustees shall be as follows: 1. Apologies for absence 2. Declaration of interests 3. Approval of the minutes of the previous meeting and any amendments thereto 4. Matters arising 5. The business of the meeting as set out in the Agenda. 6. Any other business 7. Date of next meeting 19 Copies of all minutes, agendas, calendar of meeting dates, supporting papers and Executive Summaries for each Committee shall be maintained by the Officer servicing the Committee. If any Trustee wishes to receive a copy of these documents then these can be requested from the Officer servicing the Committee. 20 Trustees must read all papers circulated to them with the Agenda prior to any meeting so as to be familiar with the contents therein. If the pack includes any lengthy or highly detailed papers then the author of the paper is required to submit an Executive Summary to accompany the paper. 21 The tabling of papers/items at meetings will only take place in urgent and exceptional circumstances, and at the discretion of the Chairman and only with the consent of all Trustees present at the meeting. The Chairman will call a halt to the proceedings to allow for the reading of such papers. If it is decided that the matter to be discussed is so significant and there is insufficient time to deal with the matter at the meeting, the Officer will be instructed to convene a subsequent meeting to consider the matter more fully before discussion commences. 22 In the normal course of events all Trustee meetings will be of no longer than three hours duration. If the business of the meeting is not concluded within three hours then the meeting will either be adjourned or shall continue, whichever is agreed by those present at the meeting. 23 Trustees must inform the Office Manager of any change in their contact details that may occur from time to time so as to ensure that they receive all Papers in good time. 24 Trustees are also required to inform the Office Manager of any changes to their Interests (as defined in the Code of Conduct for Trustees) that may arise from time to time to ensure that the Register of Directors Interests is kept up to date. 25 All meetings of Trustees are private meetings. All discussion and decisions made at meetings of the Trust, all Minutes, Papers and Executive or other Reports received from the Trust are confidential and cannot be disclosed to the public until such times as the matter can be disclosed either expressly or by implication, for example by instructions to Officers/agents to action the decision. Trustees must ensure that all such documents in their possession, custody or power whether in electronic or paper form are kept secure and safe from unauthorised access at all times.

5 26 The Chair must ensure that all meetings are at all times conducted in an orderly effective and efficient manner. He/she must ensure that all Trustees have sufficient time to speak or otherwise contribute to the discussion, and that all Trustees understand the consequences of the decision before any decision is reached. The Chair is also responsible for ascertaining the sense of the meeting before any Resolution is put to the Trustees. This rule applies to all meetings of Trustees. 27 All discussions, comments and queries that arise at meetings of Trustees shall be conducted through the Chair. 28 If a Trustee is unable to attend any meeting for any reason he/she should whenever possible give apologies in advance of the meeting through the person servicing the meeting. 29 All Trustees shall have the right to attend any meeting of any Committee, sub Committee or working party if they so wish, regardless of whether or not they are a member of the Committee. They should notify the Chairman, normally two days in advance of the meeting of their intention to attend the meeting and, if substantial, of their reason for so doing. Non-executive Audit Committee members can also attend any Committee meeting and receive any Committee papers that they wish. All other attendees at any meeting, including the Chief Executive and any other Officers of the Trust attend at the invitation of the Trustees only. If the matter to be discussed in the meetings is of a private or sensitive nature then the Trustees can request that the non-trustee attendees leave the meeting at any time. Where an Officer is in attendance at a Board meeting to give a presentation/report or similar, the outcome of which may affect or may be perceived to affect the future of the Officer in any way then the Board should consider whether it is in the best interests of the Trust to allow the Officer to remain in attendance whilst the discussion takes place and a decision is made. If in the opinion of the Board, the presence of the Officer at the meeting might stifle or risk stifling debate, then the Officer shall be instructed to leave the meeting after the presentation by the Officer. This procedure should also be considered where Trustees are in private conference with any external adviser. 30 Except as otherwise specified, for all meetings of Trustees, each Trustee shall have one vote on any resolution put before them in the meeting with the exception of the Chairman who shall also have a casting vote. In the event of a tied vote the Chairman shall exercise his casting vote. 31 In the event of a conflict between the contents of this document and the Governing Document then the Governing Document shall prevail. 32 The Board shall review the composition of each Committee at least annually. This review will normally take place before the election of the Committee chairmen and deputy chairmen. In coming to a decision about what is an appropriate composition for each Committee, consideration must be given to the experience and expertise of the Trustee; their interests and wishes and any potential conflict that would regularly preclude them from taking part in decisions. This review will normally take place within two months of new Trustee(s) joining the Trust or of any Trustee leaving the Trust, except where the Trustee is filling a casual vacancy, in which case the new Trustee automatically becomes a member of the same Committee (s) /working group or similar as the outgoing Trustee. Each Trustee will normally sit on at least two Committees. The Board will seek to ensure that rotation occurs when it is reasonable and practicable to do so.

6 Trustees must always constitute the majority of attendees at any Board or Committee meeting. 33 The following rules govern the appointment of Trustees to certain of the Committees: a) The Chairman of the Board cannot sit on the Audit Committee b) The Chairman of the Finance Committee cannot sit on the Audit Committee c) The Chairman of the Grants Committee, cannot Chair the Finance Committee d) The Chairman of the Audit Committee (who will normally be a co-opted member) cannot also be a member of the Finance Committee Prepared by AA (original document) Reviewed & Approved Board 4/12/02 by Updated by Board 25/02/04 Updated Oct 2006 Updated July 2008 Reviewed Governance Committee 7/11/11 Approved by Board 14/12/11 Reviewed Governance Committee 1/9/14 Approved by Board 10/9/14 T:\CORPORATE GOVERNANCE\Governance\Conduct of Meetings Oct 14.doc

COUNCIL PROCEDURE RULES

COUNCIL PROCEDURE RULES COUNCIL PROCEDURE RULES 1. Introduction 2. Annual Meetings of Full Council 3. Ordinary Meetings of Full Council 4. Extraordinary Meetings of Full Council 5. Special Meetings 6. Time and Location of Meetings

More information

EVERCHINA INT L HOLDINGS COMPANY LIMITED (the Company ) Audit Committee

EVERCHINA INT L HOLDINGS COMPANY LIMITED (the Company ) Audit Committee EVERCHINA INT L HOLDINGS COMPANY LIMITED (the Company ) Audit Committee Terms of Reference (Amended & adopted by the Board on 8 January 2016) Constitution The board (the Board ) of directors (the Directors

More information

Network Rail Limited (the Company ) Terms of Reference. for. The Nomination and Corporate Governance Committee of the Board

Network Rail Limited (the Company ) Terms of Reference. for. The Nomination and Corporate Governance Committee of the Board Network Rail Limited (the Company ) Terms of Reference for The Nomination and Corporate Governance Committee of the Board Membership 1 The Nomination and Corporate Governance Committee (NCGCom) shall comprise

More information

RULE 3. All Members not subject to Limitation shall have an equal right to be represented at a General Meeting.

RULE 3. All Members not subject to Limitation shall have an equal right to be represented at a General Meeting. RULES OF PROCEDURE OF GENERAL MEETINGS SECTION I Meetings RULE 1. The Annual General Meeting ( AGM ) shall be convened at a place and time agreed to by a previous AGM, but not more than fifteen (15) months

More information

BRITISH SKY BROADCASTING GROUP PLC MEMORANDUM ON CORPORATE GOVERNANCE

BRITISH SKY BROADCASTING GROUP PLC MEMORANDUM ON CORPORATE GOVERNANCE BRITISH SKY BROADCASTING GROUP PLC MEMORANDUM ON CORPORATE GOVERNANCE INTRODUCTION British Sky Broadcasting Group plc ( the Company ) endorses the statement in the UK Corporate Governance Code ( the Corporate

More information

Model Standing Orders for Smaller Parish Councils. Compiled by the Northumberland Association of Local Councils

Model Standing Orders for Smaller Parish Councils. Compiled by the Northumberland Association of Local Councils Model Standing Orders for Smaller Parish Councils Compiled by the Northumberland Association of Local Councils July 2010 Councillors 1.1. Following election or co-option to the Council, each Councillor

More information

UNIVERSITY of LIMERICK

UNIVERSITY of LIMERICK UNIVERSITY of LIMERICK O L L S CO I L L U I M N I G H ACADEMIC COUNCIL STANDING ORDERS April 2007 STANDING ORDERS OF ACADEMIC COUNCIL 1. Chairperson, Secretariat 1.1. As provided for in the Universities

More information

RULES OF PROCEDURE FOR THE CONDUCT OF STANDING COMMITTEE MEETINGS

RULES OF PROCEDURE FOR THE CONDUCT OF STANDING COMMITTEE MEETINGS THE WORLD VETERANS FEDERATION RULES OF PROCEDURE FOR THE CONDUCT OF STANDING COMMITTEE MEETINGS Prepared by the Secretary General in accordance with The WVF Constitution and Constitutional Rules Approved

More information

BRIT Limited MEMORANDUM ON CORPORATE GOVERNANCE

BRIT Limited MEMORANDUM ON CORPORATE GOVERNANCE 1 BRIT Limited MEMORANDUM ON CORPORATE GOVERNANCE INTRODUCTION Brit Limited ( the Company ) endorses the statement in the UK Corporate Governance Code (the UK Code ) that the purpose of Corporate Governance

More information

Rules of Procedure. CM 2014 October 2014

Rules of Procedure. CM 2014 October 2014 CM 2014 October 2014 Rules of Procedure Revision history: Changes adopted by Council on 22 October 2014, 3 October 2001, 29 September 2004, 20 October 2005, 27 October 2006, 19 February 2008 22 October

More information

Lee & Man Paper Manufacturing Limited (Incorporated in the Cayman Islands with limited liability) (Stock Code: 2314)

Lee & Man Paper Manufacturing Limited (Incorporated in the Cayman Islands with limited liability) (Stock Code: 2314) Lee & Man Paper Manufacturing Limited (Incorporated in the Cayman Islands with limited liability) (Stock : 2314) AUDIT COMMITTEE Terms of Reference * Approved by the Board on 28 March 2012 and amended

More information

NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER of the Nominating and Corporate Governance Committee (Amended and Restated)

NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER of the Nominating and Corporate Governance Committee (Amended and Restated) NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER of the Nominating and Corporate Governance Committee (Amended and Restated) This (this Charter ) was adopted by the Board of Directors (the Board )

More information

Board Charter. May 2014

Board Charter. May 2014 May 2014 Document History and Version Control Document History Document Title: Board Charter Document Type: Charter Owner: Board [Company Secretary] Description of content: Corporate Governance practices

More information

Rule 1. Rule 2. (e) "Meeting" means any ordinary or extraordinary meeting of the Contracting Parties to the Convention;

Rule 1. Rule 2. (e) Meeting means any ordinary or extraordinary meeting of the Contracting Parties to the Convention; RULES OF PROCEDURE FOR THE MEETINGS AND CONFERENCES OF THE CONTRACTING PARTIES TO THE CONVENTION FOR THE PROTECTION, MANAGEMENT AND DEVELOPMENT OF THE MARINE AND COASTAL ENVIRONMENT OF THE EASTERN AFRICAN

More information

THE CO-OPERATIVE BANK PLC NOMINATION COMMITTEE Terms of Reference

THE CO-OPERATIVE BANK PLC NOMINATION COMMITTEE Terms of Reference THE CO-OPERATIVE BANK PLC NOMINATION COMMITTEE Terms of Reference 1. Constitution The Nomination Committee (the Committee ) Terms of Reference were approved on 2 March 2016 by The Co-operative Bank plc

More information

International House By-Laws of the Residents' Council

International House By-Laws of the Residents' Council International House International House By-Laws of the Residents' Council (A New York Not-for-Profit Corporation) INCLUDING AMENDMENTS THROUGH JUNE 16, 2010 Preparing leaders for the global community TABLE

More information

Sheridan Senate Terms of Reference

Sheridan Senate Terms of Reference Sheridan Senate Terms of Reference Approved by Sheridan Board of Governors June 1, 2016 1 Table of Contents Page Number Preamble 3 1. Powers and Duties of Sheridan Senate 3 2. Definitions 5 3. Senate Membership

More information

BOARD CHARTER. Its objectives are to: provide strategic guidance for the Company and effective oversight of management;

BOARD CHARTER. Its objectives are to: provide strategic guidance for the Company and effective oversight of management; BOARD CHARTER Objectives The Board is ultimately responsible for the oversight and review of the management, operations and overall corporate governance of the Company. Its objectives are to: provide strategic

More information

Rules for the Board of Directors of Mylan N.V. ARTICLE I Introduction

Rules for the Board of Directors of Mylan N.V. ARTICLE I Introduction Rules for the Board of Directors of Mylan N.V. ARTICLE I Introduction Section 1.01. Rules; Defined Terms. These Rules for the Board of Directors of Mylan N.V. (the Rules ) have been adopted pursuant to

More information

FACULTY SENATE BY-LAWS 1

FACULTY SENATE BY-LAWS 1 FACULTY SENATE BY-LAWS 1 1. Definition The Faculty Senate, together with the Administration of the University, has the responsibility of maintaining and improving the academic standards of the University

More information

KUMBA IRON ORE LIMITED (Registration number 2005/015852/06) ( Kumba or the Company )

KUMBA IRON ORE LIMITED (Registration number 2005/015852/06) ( Kumba or the Company ) KUMBA IRON ORE LIMITED (Registration number 2005/015852/06) ( Kumba or the Company ) RISK COMMITTEE ( the committee ) TERMS OF REFERENCE 1. CONSTITUTION 1.1 In line with the recommendations of the King

More information

DISPUTE RESOLUTION COMMITTEE TERMS OF REFERENCE

DISPUTE RESOLUTION COMMITTEE TERMS OF REFERENCE ICC DISPUTE RESOLUTION COMMITTEE Terms of Reference Capitalised terms in these Terms of Reference shall have the following meanings ascribed to them: Associate Member means any Member will associate member

More information

Corporate Governance Committee Charter. DIRTT Environmental Solutions

Corporate Governance Committee Charter. DIRTT Environmental Solutions Corporate Governance Committee Charter DIRTT Environmental Solutions Approved October 17, 2013 A. Responsibility The Corporate Governance Committee is responsible for assisting the Board of Directors (the

More information

BYLAWS OF PARENTS ASSOCIATION OF THE INTERNATIONAL SCHOOL OF HELSINKI REGISTERED 03.04.2014

BYLAWS OF PARENTS ASSOCIATION OF THE INTERNATIONAL SCHOOL OF HELSINKI REGISTERED 03.04.2014 BYLAWS OF PARENTS ASSOCIATION OF THE INTERNATIONAL SCHOOL OF HELSINKI (Translation) REGISTERED 03.04.2014 The Association 1 The name of the Association is Helsingin kansainvälisen koulun vanhempainyhdistys

More information

THE CONSTITUTION OF THE B RAMSTON SUB-AQUA CLUB BRANCH NO. 1159 OF THE BRITISH SUB-AQUA CLUB.

THE CONSTITUTION OF THE B RAMSTON SUB-AQUA CLUB BRANCH NO. 1159 OF THE BRITISH SUB-AQUA CLUB. THE CONSTITUTION OF THE B RAMSTON SUB-AQUA CLUB BRANCH NO. 1159 OF THE BRITISH SUB-AQUA CLUB. Taking into account and in accordance with the amendments passed at the Annual General Meetings held on 5th

More information

Faculty of Arts and Sciences RULES OF FACULTY PROCEDURE

Faculty of Arts and Sciences RULES OF FACULTY PROCEDURE Faculty of Arts and Sciences RULES OF FACULTY PROCEDURE These rules were endorsed by a vote of the Faculty at a regular meeting on December 7, 2010, and approved by an electronic ballot of all members

More information

SCHOOL SPORT WA (Inc) CONSTITUTION. CONSTITUTION OF SCHOOL SPORT WA (Inc) (Revised February 2006)

SCHOOL SPORT WA (Inc) CONSTITUTION. CONSTITUTION OF SCHOOL SPORT WA (Inc) (Revised February 2006) SCHOOL SPORT WA (Inc) CONSTITUTION CONSTITUTION OF SCHOOL SPORT WA (Inc) (Revised February 2006) 1 NAME The name of the Association shall be "SCHOOL SPORT WA (inc)" (herein after referred to as SCHOOL

More information

OPERATING PROCEDURES OF THE BOARD AND COMMITTEES OF THE GLOBAL FUND TO FIGHT AIDS, TUBERCULOSIS AND MALARIA. 20 November 2014 1

OPERATING PROCEDURES OF THE BOARD AND COMMITTEES OF THE GLOBAL FUND TO FIGHT AIDS, TUBERCULOSIS AND MALARIA. 20 November 2014 1 OPERATING PROCEDURES OF THE BOARD AND COMMITTEES OF THE GLOBAL FUND TO FIGHT AIDS, TUBERCULOSIS AND MALARIA 20 November 2014 1 1 These Operating Procedures, as approved on 21 November 2011 (GF/B25/DP7),

More information

RULES OF PROCEDURE OF THE UNITED NATIONS ENVIRONMENT ASSEMBLY OF THE UNITED NATIONS ENVIRONMENT PROGRAMME

RULES OF PROCEDURE OF THE UNITED NATIONS ENVIRONMENT ASSEMBLY OF THE UNITED NATIONS ENVIRONMENT PROGRAMME RULES OF PROCEDURE OF THE UNITED NATIONS ENVIRONMENT ASSEMBLY OF THE UNITED NATIONS ENVIRONMENT PROGRAMME I. SESSIONS Regular sessions Rule 1 The United Nations Environment Assembly shall normally hold

More information

Integrated Care Organisation. Corporate Governance Manual

Integrated Care Organisation. Corporate Governance Manual Integrated Care Organisation Corporate Governance Manual Approved by the Board of Directors August 2015 Foreword Corporate governance is the system by which an organisation is directed and controlled in

More information

Rule 1 The President and the Vice Presidents

Rule 1 The President and the Vice Presidents Rules of Procedure 10 SECTION I A. Officers of the Conference Rule 1 The President and the Vice Presidents R 1.1 R 1.2 A President and two (2) Vice Presidents shall be elected by the Conference annually

More information

MAXIM INTEGRATED PRODUCTS, INC. CORPORATE GOVERNANCE GUIDELINES. (Adopted by the Board of Directors on April 6, 2007)

MAXIM INTEGRATED PRODUCTS, INC. CORPORATE GOVERNANCE GUIDELINES. (Adopted by the Board of Directors on April 6, 2007) MAXIM INTEGRATED PRODUCTS, INC. CORPORATE GOVERNANCE GUIDELINES (Adopted by the Board of Directors on April 6, 2007) The following guidelines have been approved by the Board of Directors (the Board ) of

More information

PDC Energy, Inc. Corporate Governance Guidelines

PDC Energy, Inc. Corporate Governance Guidelines PDC Energy, Inc. Corporate Governance Guidelines As Amended June 4, 2015 The Board of Directors (the "Board") of PDC Energy, Inc. ( PDC or the Company ) has adopted these guidelines to promote the effective

More information

A GUIDE TO COMMITTEE AND MEETING SKILLS

A GUIDE TO COMMITTEE AND MEETING SKILLS A GUIDE TO COMMITTEE AND MEETING SKILLS www.griffith.edu.au Gold Coast Logan Mt Gravatt Nathan South Bank A GUIDE TO COMMITTEE AND MEETING SKILLS TABLE OF CONTENTS 1. Decision-making and Communication

More information

Bylaws of the Supervisory Board of K+S Aktiengesellschaft. Version of 21 November 2012 The German Version is binding.

Bylaws of the Supervisory Board of K+S Aktiengesellschaft. Version of 21 November 2012 The German Version is binding. Bylaws of the Supervisory Board of K+S Aktiengesellschaft Version of 21 November 2012 The German Version is binding. Page 2 1 Position and Responsibility The Supervisory Board performs its functions in

More information

Bylaws of the College of Registered Nurses of British Columbia BYLAWS OF THE COLLEGE OF REGISTERED NURSES OF BRITISH COLUMBIA TABLE OF CONTENTS

Bylaws of the College of Registered Nurses of British Columbia BYLAWS OF THE COLLEGE OF REGISTERED NURSES OF BRITISH COLUMBIA TABLE OF CONTENTS Bylaws of the College of Registered Nurses of British Columbia BYLAWS OF THE COLLEGE OF REGISTERED NURSES OF BRITISH COLUMBIA TABLE OF CONTENTS PART 1 COLLEGE BOARD, COMMITTEES AND PANELS... 1-1 PART 2

More information

Gladstone Ports Corporation Limited

Gladstone Ports Corporation Limited Gladstone Ports Corporation Limited Human Resources Committee Charter #159378v5 Adopted by Board 17/7/07 1 Table of Contents 1. TERMS OF REFERENCE... 3 2. ROLE AND RESPONSIBILITIES... 3 3. RELATIONSHIP

More information

NOMINATION AND SUCCESSION PLANNING COMMITTEE CHARTER. Asciano Limited ABN 26 123 652 862

NOMINATION AND SUCCESSION PLANNING COMMITTEE CHARTER. Asciano Limited ABN 26 123 652 862 NOMINATION AND SUCCESSION PLANNING COMMITTEE CHARTER Asciano Limited ABN 26 123 652 862 UPDATES 19 June 2007 Adopted by the Board 22 November Adopted by the Board 23 February 2010 Minor amendments made

More information

TERMS OF REFERENCE OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS

TERMS OF REFERENCE OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS CHINA COMMUNICATIONS CONSTRUCTION COMPANY LIMITED (A joint stock limited company incorporated in the People s Republic of China with limited liability) (Stock Code: 1800) TERMS OF REFERENCE OF THE AUDIT

More information

EMC CORPORATION. Corporate Governance Guidelines

EMC CORPORATION. Corporate Governance Guidelines EMC CORPORATION Corporate Governance Guidelines The following Corporate Governance Guidelines (the Guidelines ) have been adopted by the Board of Directors (the Board ) of EMC Corporation (the Company

More information

JC GROUP HOLDINGS LIMITED (incorporated in the Cayman Islands with limited liability) (Stock Code: 8326) (the Company ) Audit Committee

JC GROUP HOLDINGS LIMITED (incorporated in the Cayman Islands with limited liability) (Stock Code: 8326) (the Company ) Audit Committee These terms of reference are prepared in English. In case of any inconsistency between the Chinese version and the English version, the English version shall prevail. JC GROUP HOLDINGS LIMITED (incorporated

More information

CODE GOVERNANCE COMMITTEE CHARTER. 1 Functions and responsibilities of the Code Governance Committee

CODE GOVERNANCE COMMITTEE CHARTER. 1 Functions and responsibilities of the Code Governance Committee CODE GOVERNANCE COMMITTEE CHARTER 1 Functions and responsibilities of the Code Governance Committee 1.1 Consistent with the Code and the Constitution, the Code Governance Committee shall be responsible

More information

REGULATIONS REGARDING THE HUMAN RESOURCES AND REMUNERATION COMMITTEE OF THE BOARD OF DIRECTORS OF PJSC SIBUR HOLDING (Revision No.

REGULATIONS REGARDING THE HUMAN RESOURCES AND REMUNERATION COMMITTEE OF THE BOARD OF DIRECTORS OF PJSC SIBUR HOLDING (Revision No. Approved by the Board of Directors of PJSC SIBUR Holding Minutes No. 180 of March 23, 2015 REGULATIONS REGARDING THE HUMAN RESOURCES AND REMUNERATION COMMITTEE OF THE BOARD OF DIRECTORS OF PJSC SIBUR HOLDING

More information

ANGLOGOLD ASHANTI LIMITED Reg No:1944/017354/06. Board Charter

ANGLOGOLD ASHANTI LIMITED Reg No:1944/017354/06. Board Charter ANGLOGOLD ASHANTI LIMITED Reg No:1944/017354/06 Board Charter 1. INTRODUCTION APPROVED BY THE BOARD OF DIRECTORS ON 30 OCTOBER 2014 The board of directors of AngloGold Ashanti Limited ( the Company ) acknowledge

More information

Rules of Procedure of the Executive Board

Rules of Procedure of the Executive Board Rules of Procedure of the Executive Board The Rules of Procedures of the Executive Board were adopted by the Executive Board at its First Session on 14 December 1977. The Executive Board amended rules

More information

Western Australian Medication Safety Group. Terms of Reference

Western Australian Medication Safety Group. Terms of Reference WA.MSG MEDICATION SAFETY GROUP 1.0 Name Western Australian Medication Safety Group The Group shall be known as the Western Australian Medication Safety Group (WAMSG). 2.0 Purpose The purpose of WAMSG is

More information

CONSTITUTION OF THE WARWICKSHIRE LOCAL DENTAL COMMITTEE

CONSTITUTION OF THE WARWICKSHIRE LOCAL DENTAL COMMITTEE Revision 2009 CONSTITUTION OF THE WARWICKSHIRE LOCAL DENTAL COMMITTEE In this Constitution: Unless the contrary intention appears or the context otherwise requires, words and expressions contained in this

More information

(c) "Conference of the Parties" means the Conference of the Parties established in accordance with article 23 of the Convention;

(c) Conference of the Parties means the Conference of the Parties established in accordance with article 23 of the Convention; RULES OF PROCEDURE FOR MEETINGS OF THE CONFERENCE OF THE PARTIES TO THE CONVENTION ON BIOLOGICAL DIVERSITY (see Annex to Decision I/1 and Decision V/20) PURPOSES Rule 1 These rules of procedure shall apply

More information

Constitution of the School Management Committee (SMC) for King s College. (Updated: April 2013)

Constitution of the School Management Committee (SMC) for King s College. (Updated: April 2013) Constitution of the School Management Committee (SMC) for King s College (Updated: April 2013) Part 1 Preliminary 1. Definitions 2. Objects 3. Powers and duties 4. Amendment of constitution Part 2 Composition

More information

PART 5 - RULES OF PROCEDURE MEETINGS SECTION 1 COUNCIL MEETINGS

PART 5 - RULES OF PROCEDURE MEETINGS SECTION 1 COUNCIL MEETINGS PART 5 - RULES OF PROCEDURE MEETINGS 1.0 ANNUAL MEETING OF THE COUNCIL 1.1 Timing and Business In a year when there is an ordinary election of Councillors, the Annual Meeting will take place within 21

More information

CPMC HOLDINGS LIMITED 中糧包裝控股有限公司 (Incorporated in Hong Kong with limited liability) (Stock code: 906) (the Company )

CPMC HOLDINGS LIMITED 中糧包裝控股有限公司 (Incorporated in Hong Kong with limited liability) (Stock code: 906) (the Company ) CPMC HOLDINGS LIMITED 中糧包裝控股有限公司 (Incorporated in Hong Kong with limited liability) (Stock code: 906) (the Company ) TERMS OF REFERENCE OF THE AUDIT COMMITTEE ADOPTED BY THE BOARD ON 23 OCTOBER 2009, AMENDED

More information

This constitution was adopted by Heriot Country Kids on

This constitution was adopted by Heriot Country Kids on Play and Learn Extra Time Constitution This constitution was adopted by Heriot Country Kids on Signature: Address: TK^ Position: Signature: Name: Address: Jt>.... - -^, A-T ta T_/ t M^ Position: Contents

More information

WSP GLOBAL INC. AMENDED AND RESTATED CORPORATE GOVERNANCE GUIDELINES

WSP GLOBAL INC. AMENDED AND RESTATED CORPORATE GOVERNANCE GUIDELINES WSP GLOBAL INC. AMENDED AND RESTATED CORPORATE GOVERNANCE GUIDELINES MARCH 2015 TABLE OF CONTENTS 3 WSP GLOBAL INC. 3 INTRODUCTION 3 A.BOARD RESPONSIBILITIES 3 B. EXPECTATIONS OF DIRECTORS 4 C. BOARD ORGANIZATION

More information

ALIBABA GROUP HOLDING LIMITED NOMINATING AND CORPORATE GOVERNANCE COMMITTEE OF THE BOARD OF DIRECTORS CHARTER

ALIBABA GROUP HOLDING LIMITED NOMINATING AND CORPORATE GOVERNANCE COMMITTEE OF THE BOARD OF DIRECTORS CHARTER ALIBABA GROUP HOLDING LIMITED NOMINATING AND CORPORATE GOVERNANCE COMMITTEE OF THE BOARD OF DIRECTORS CHARTER (Adopted on September 2, 2014 by the Board of Directors) I. PURPOSE The Nominating and Corporate

More information

NEW YORK LIFE INSURANCE COMPANY BOARD OF DIRECTORS CORPORATE GOVERNANCE GUIDELINES

NEW YORK LIFE INSURANCE COMPANY BOARD OF DIRECTORS CORPORATE GOVERNANCE GUIDELINES NEW YORK LIFE INSURANCE COMPANY BOARD OF DIRECTORS CORPORATE GOVERNANCE GUIDELINES The New York Life Insurance Company Board of Directors (the Board of Directors or Board ) recognizes its responsibility

More information

Board of Directors Corporate Governance Guidelines

Board of Directors Corporate Governance Guidelines I. PURPOSE Board of Directors Corporate Governance Guidelines The following Corporate Governance Guidelines have been adopted by the Board of Directors (the Board ) of Wyndham Worldwide Corporation (the

More information

CHINA SHENGMU ORGANIC MILK LIMITED

CHINA SHENGMU ORGANIC MILK LIMITED CHINA SHENGMU ORGANIC MILK LIMITED (Incorporated in the Cayman Islands with limited liability) (Stock Code: 1432) ( Company ) TERMS OF REFERENCE FOR THE AUDIT COMMITTEE (Amended and restated version adopted

More information

TERMS OF REFERENCE OF THE REMUNERATION AND APPRAISAL COMMITTEE OF THE BOARD OF DIRECTORS

TERMS OF REFERENCE OF THE REMUNERATION AND APPRAISAL COMMITTEE OF THE BOARD OF DIRECTORS CHINA COMMUNICATIONS CONSTRUCTION COMPANY LIMITED (A joint stock limited company incorporated in the People s Republic of China with limited liability) (Stock Code: 1800) TERMS OF REFERENCE OF THE REMUNERATION

More information

NEW YORK LIFE INSURANCE COMPANY BOARD OF DIRECTORS CORPORATE GOVERNANCE GUIDELINES

NEW YORK LIFE INSURANCE COMPANY BOARD OF DIRECTORS CORPORATE GOVERNANCE GUIDELINES NEW YORK LIFE INSURANCE COMPANY BOARD OF DIRECTORS CORPORATE GOVERNANCE GUIDELINES The New York Life Insurance Company Board of Directors (the Board of Directors or Board ) recognizes its responsibility

More information

Meetings Procedure Rules

Meetings Procedure Rules Meetings Procedure Rules NOTE ON THE CONDUCT OF LICENSING HEARINGS Notwithstanding the following procedure rules for Council s and Sub- s, all hearings relating to the Authority s functions under the Licensing

More information

THE WHARTON BUSINESS SCHOOL CLUB OF NEW JERSEY, INC.

THE WHARTON BUSINESS SCHOOL CLUB OF NEW JERSEY, INC. 1 1 1 1 1 1 1 1 0 1 BY-LAWS OF THE WHARTON BUSINESS SCHOOL CLUB OF NEW JERSEY, INC. Article One. Purpose and Mission. 1.1. The Wharton Business School Club of New Jersey, Inc. (the Club ) is a 01(c)()

More information

THE AMERICAN SOCIETY FOR REPRODUCTIVE MEDICINE WOMEN S COUNCIL BYLAWS. 1.1 Name The name of this organization shall be the ASRM Women s Council.

THE AMERICAN SOCIETY FOR REPRODUCTIVE MEDICINE WOMEN S COUNCIL BYLAWS. 1.1 Name The name of this organization shall be the ASRM Women s Council. THE AMERICAN SOCIETY FOR REPRODUCTIVE MEDICINE WOMEN S COUNCIL BYLAWS ARTICLE ONE: PURPOSE 1.1 Name The name of this organization shall be the ASRM Women s Council. 1.2 Purpose The purpose of the ASRM

More information

RULES OF PROCEDURE FOR THE BOARD OF DIRECTORS OF Kongsberg Automotive Holding ASA

RULES OF PROCEDURE FOR THE BOARD OF DIRECTORS OF Kongsberg Automotive Holding ASA RULES OF PROCEDURE FOR THE BOARD OF DIRECTORS OF Kongsberg Automotive Holding ASA Adopted at a board meeting held on 6 June 2005 and amended on 30 April 2008 1. PURPOSE 1.1 The purpose of these Rules of

More information

Rules of Procedure. European Committee for the Prevention of Torture and Inhuman or Degrading Treatment or Punishment (CPT) CPT/Inf/C (2008) 1

Rules of Procedure. European Committee for the Prevention of Torture and Inhuman or Degrading Treatment or Punishment (CPT) CPT/Inf/C (2008) 1 CPT/Inf/C (2008) 1 European Committee for the Prevention of Torture and Inhuman or Degrading Treatment or Punishment (CPT) Rules of Procedure (Adopted on 16 November 1989 and amended on 8 March 1990, 11

More information

STAND1 NG RULES OF PROCEDURE FOR MEETINGS IN THE. (World-wide Conferences and Division Sessions) Approved by and issued by authority of the Council

STAND1 NG RULES OF PROCEDURE FOR MEETINGS IN THE. (World-wide Conferences and Division Sessions) Approved by and issued by authority of the Council Dot 8683-AT/721 I 1 I STAND1 NG RULES OF PROCEDURE FOR MEETINGS IN THE AIR TRANSPORT FIELD (World-wide Conferences and Division Sessions) 1 Approved by and issued by authority of the Council 5 June 1967

More information

Corporate Governance Guidelines

Corporate Governance Guidelines Corporate Governance Guidelines The following corporate governance guidelines have been approved by the Board of Directors (the Board ) of Newmont Mining Corporation (the Corporation ), and along with

More information

CORPORATE GOVERNANCE GUIDELINES

CORPORATE GOVERNANCE GUIDELINES I. Introduction CORPORATE GOVERNANCE GUIDELINES The Board of Trustees of Urban Edge Properties (the Trust ), acting on the recommendation of its Corporate Governance and Nominating Committee, has developed

More information

THE BORDER TERRIER CLUB RULES

THE BORDER TERRIER CLUB RULES THE BORDER TERRIER CLUB RULES (with amendments to items 8r and 14f as approved by the members at the AGM on 26 March 2016 and accepted by the Kennel Club on 26 July 2016; amended wording is underlined).

More information

The size and composition of the Board is to be determined from time to time by the Board itself in an effort to balance the following goals:

The size and composition of the Board is to be determined from time to time by the Board itself in an effort to balance the following goals: AMERICAN INTERNATIONAL GROUP, INC. CORPORATE GOVERNANCE GUIDELINES (Effective March 11, 2015) I. INTRODUCTION The Board of Directors (the Board ) of American International Group, Inc. ( AIG ), acting on

More information

BIRKEBEINER NORDIC SKI CLUB INC. Rules of Incorporation

BIRKEBEINER NORDIC SKI CLUB INC. Rules of Incorporation 1 BIRKEBEINER NORDIC SKI CLUB INC. Rules of Incorporation STATEMENT OF PURPOSES The objective of the club shall be: - Registration number A3313 Incorporated 12 December 1984 a) To promote the development

More information

UW COLLEGES ACADEMIC STAFF COUNCIL OF SENATORS BYLAWS. The name of this organization shall be the Academic Staff Council of Senators.

UW COLLEGES ACADEMIC STAFF COUNCIL OF SENATORS BYLAWS. The name of this organization shall be the Academic Staff Council of Senators. UW COLLEGES ACADEMIC STAFF COUNCIL OF SENATORS BYLAWS Established March 3, 2000 Revised by the ASCS 11-14-11 Article I: Name The name of this organization shall be the Academic Staff Council of Senators.

More information

4. Membership of the Committee does not rule out the possibility of participating in other Board committees of the Bank.

4. Membership of the Committee does not rule out the possibility of participating in other Board committees of the Bank. CHARTER OF NBG BOARD OF DIRECTORS CORPORATE GOVERNANCE & NOMINATIONS COMMITTEE I. Purpose of the Committee The purpose of the NBG Board Corporate Governance & Nominations Committee ( the Committee ) is

More information

TERMS OF REFERENCE CHARITABLE FUNDS COMMITTEE

TERMS OF REFERENCE CHARITABLE FUNDS COMMITTEE 1. CONSTITUTION TERMS OF REFERENCE CHARITABLE FUNDS COMMITTEE 1.1 The East Kent Hospitals University NHS Foundation Trust (the Trust) is the Corporate Trustee and holds assets belonging to the charity.

More information

BAHRAIN TELECOMMUNICATIONS COMPANY B.S.C. AUDIT COMMITTEE CHARTER

BAHRAIN TELECOMMUNICATIONS COMPANY B.S.C. AUDIT COMMITTEE CHARTER BAHRAIN TELECOMMUNICATIONS COMPANY B.S.C. AUDIT COMMITTEE CHARTER Contents I. Audit Committee... 1 1. Purpose and Mission... 1 2. Authority... 1 3. Membership... 2 4. Secretary... 3 5. Quorum... 3 6. Decisions...

More information

Regulations on the General Meeting of Shareholders of Open Joint Stock Company Gazprom Neft (New version)

Regulations on the General Meeting of Shareholders of Open Joint Stock Company Gazprom Neft (New version) APPROVED by the General Meeting of Shareholders of JSC Gazprom Neft on September 30, 2014 (Minutes 0101/02 dated 02.10.2014) Regulations on the General Meeting of Shareholders of Open Joint Stock Company

More information

CONSTITUTION. The Association is a non-profit making community organisation with the following objects:

CONSTITUTION. The Association is a non-profit making community organisation with the following objects: CONSTITUTION 1. Name The name of the Association shall be "Australian Malaysian Singaporean Association Inc." (hereinafter called "the Association"). 2. Objects The Association is a non-profit making community

More information

AUSTRALIAN RED CROSS SOCIETY. Founded 1914 Incorporated by Royal Charter 1941

AUSTRALIAN RED CROSS SOCIETY. Founded 1914 Incorporated by Royal Charter 1941 AUSTRALIAN RED CROSS SOCIETY Founded 1914 Incorporated by Royal Charter 1941 DIVISIONAL REGULATIONS 2010 [Revision No 2, incorporating amendments made on 25 June 2016] 1 TABLE OF CONTENTS PREAMBLE 3 TITLE

More information

Appendix 14 CORPORATE GOVERNANCE CODE AND CORPORATE GOVERNANCE REPORT

Appendix 14 CORPORATE GOVERNANCE CODE AND CORPORATE GOVERNANCE REPORT Appendix 14 CORPORATE GOVERNANCE CODE AND CORPORATE GOVERNANCE REPORT The Code This Code sets out the principles of good corporate governance, and two levels of recommendations: code provisions; and recommended

More information

II: CONSTITUENT UNIT BYLAWS Sections 5-12 Pages 2-3

II: CONSTITUENT UNIT BYLAWS Sections 5-12 Pages 2-3 BYLAWS OF THE COLLEGE OF BUSINESS ADMINISTRATION UNIVERSITY OF NEVADA, RENO Approved by the College Faculty on March 29, 1996 Approved by the President on April 1, 1997 TABLE OF CONTENTS I: COLLEGE BYLAWS

More information

Terms of Reference of the Nomination and Corporate Governance Committee of the Board of Directors of China International Capital Corporation Limited

Terms of Reference of the Nomination and Corporate Governance Committee of the Board of Directors of China International Capital Corporation Limited Terms of Reference of the Nomination and Corporate Governance Committee of the Board of Directors of China International Capital Corporation Limited Chapter I General Provisions Article 1 In order to improve

More information

HUNTER WATER CORPORATION. Board of Directors. Charter JUNE 2015 V1.1

HUNTER WATER CORPORATION. Board of Directors. Charter JUNE 2015 V1.1 HUNTER WATER CORPORATION Board of Directors Charter JUNE 2015 V1.1 Table of Contents 1 Introduction... 2 2 Purpose... 2 3 Objectives... 2 4 Role and Function of the Board... 2 5 Duties and Responsibilities...

More information

Rolls Royce s Corporate Governance ADOPTED BY RESOLUTION OF THE BOARD OF ROLLS ROYCE HOLDINGS PLC ON 16 JANUARY 2015

Rolls Royce s Corporate Governance ADOPTED BY RESOLUTION OF THE BOARD OF ROLLS ROYCE HOLDINGS PLC ON 16 JANUARY 2015 Rolls Royce s Corporate Governance ADOPTED BY RESOLUTION OF THE BOARD OF ROLLS ROYCE HOLDINGS PLC ON 16 JANUARY 2015 Contents INTRODUCTION 2 THE BOARD 3 ROLE OF THE BOARD 5 TERMS OF REFERENCE OF THE NOMINATIONS

More information

SOUTH AUSTRALIAN RETIREMENT VILLAGES RESIDENTS ASSOCIATION INC. C O N S T I T U T I O N

SOUTH AUSTRALIAN RETIREMENT VILLAGES RESIDENTS ASSOCIATION INC. C O N S T I T U T I O N SOUTH AUSTRALIAN RETIREMENT VILLAGES RESIDENTS ASSOCIATION INC. 1. NAME C O N S T I T U T I O N The name of the Association shall be the South Australian Retirement Villages Residents Association Incorporated

More information

CONSTITUTION OF THE UNITED NATIONS ASSOCIATION OF AUSTRALIA (WA DIVISION) INC

CONSTITUTION OF THE UNITED NATIONS ASSOCIATION OF AUSTRALIA (WA DIVISION) INC CONSTITUTION OF THE UNITED NATIONS ASSOCIATION OF AUSTRALIA (WA DIVISION) INC Table of Contents Clause Heading 1 Name... 1 2 Objects... 1 3 Membership... 2 4 The Executive Committee... 6 5 Office Bearers...

More information

BOARD CHARTER. a. Ensure that the Company has a corporate governance structure aimed at creating, protecting and prioritising shareholder value; and

BOARD CHARTER. a. Ensure that the Company has a corporate governance structure aimed at creating, protecting and prioritising shareholder value; and BOARD CHARTER 1. Background The Board is responsible for guiding and monitoring Novogen in its operations and activities. Additionally, the Board is responsible for identifying areas of significant business

More information

Wyndham Worldwide Board of Directors Corporate Governance Guidelines I. PURPOSE

Wyndham Worldwide Board of Directors Corporate Governance Guidelines I. PURPOSE Wyndham Worldwide Board of Directors Corporate Governance Guidelines I. PURPOSE The following Corporate Governance Guidelines have been adopted by the Board of Directors (the Board ) of Wyndham Worldwide

More information

COUNCIL AND COMMITTEE PROCEDURE RULES

COUNCIL AND COMMITTEE PROCEDURE RULES COUNCIL AND COMMITTEE PROCEDURE RULES The section describes the types of meetings of the Council and the procedure rules that apply to meetings of the full Council (when all members attend as voting members)

More information

STARBUCKS CORPORATION CORPORATE GOVERNANCE PRINCIPLES AND PRACTICES FOR THE BOARD OF DIRECTORS

STARBUCKS CORPORATION CORPORATE GOVERNANCE PRINCIPLES AND PRACTICES FOR THE BOARD OF DIRECTORS STARBUCKS CORPORATION CORPORATE GOVERNANCE PRINCIPLES AND PRACTICES FOR THE BOARD OF DIRECTORS Revised June 7, 2011 Purpose The Board of Directors (the Board ) of Starbucks Corporation (the Company ) is

More information

CONSTITUTION. 1. The name of the incorporated association is the Sporting Horse Australia Incorporated. Hereafter referred to as SHA Inc.

CONSTITUTION. 1. The name of the incorporated association is the Sporting Horse Australia Incorporated. Hereafter referred to as SHA Inc. CONSTITUTION 1. The name of the incorporated association is the Sporting Horse Australia Incorporated. Hereafter referred to as SHA Inc. 2. (1) The Sporting Horse Australia Incorporated is a body of a

More information

1 THE DUTIES AND RESPONSIBILITIES OF THE BOARD

1 THE DUTIES AND RESPONSIBILITIES OF THE BOARD INSTRUCTIONS FOR THE BOARD OF DIRECTORS OF DNV GL GROUP AS ("DNV GL") Adopted by the Board of Directors on 15 October 2013. PREAMBLE These instructions for the Board (the Instructions ) are established

More information

Rules of Procedure of the Board

Rules of Procedure of the Board Rules of Procedure of the Board Pursuant to paragraph 17 of the Governing Instrument for the Green Climate Fund, at its March 2013 meeting, the Board adopted the additional rules of procedure of the Board

More information

Appendix 15 CORPORATE GOVERNANCE CODE AND CORPORATE GOVERNANCE REPORT

Appendix 15 CORPORATE GOVERNANCE CODE AND CORPORATE GOVERNANCE REPORT Appendix 15 CORPORATE GOVERNANCE CODE AND CORPORATE GOVERNANCE REPORT The Code This Code sets out the principles of good corporate governance, and two levels of recommendations: code provisions; and recommended

More information

Interim CONSTITUTION FOR SURREY LOCAL DENTAL COMMITTEE

Interim CONSTITUTION FOR SURREY LOCAL DENTAL COMMITTEE Interim CONSTITUTION FOR SURREY LOCAL DENTAL COMMITTEE GENERAL 1 In this Constitution, unless the context requires otherwise: The Primary Care Trust means Surrey PCT (future National Commissioning Board)

More information

[Company name] KEY [COMPANY NAME] A.B.N. XX-XXX-XXX-XXX. [PUBLIC COMPANY] Board of Directors. Minutes. 1 Attendance

[Company name] KEY [COMPANY NAME] A.B.N. XX-XXX-XXX-XXX. [PUBLIC COMPANY] Board of Directors. Minutes. 1 Attendance These are sample minutes. Each heading is accompanied by an explanation of the purpose of each element of the minutes. The sample minutes should be read in conjunction with Governance Institute s sample

More information

CLIMATE INVESTMENT FUNDS

CLIMATE INVESTMENT FUNDS CLIMATE INVESTMENT FUNDS CTF-SCF/5/Rev.1 November 13, 2008 Joint Meeting of the CTF and SCF Trust Fund Committees Washington, D.C. November 18, 2008 RULES OF PROCEDURE FOR MEETINGS OF THE TRUST FUND COMMITTEE

More information

SOUTHERN BRANCH REGULATIONS

SOUTHERN BRANCH REGULATIONS SOUTHERN BRANCH REGULATIONS Regulation No. 1 - Definitions In these Regulations, the following words shall, unless the context otherwise requires, bear the meaning set against them. Institution Board Branch

More information

Audit Committee means the audit committee established by resolution of the Board in accordance with clause 2 of these Terms.

Audit Committee means the audit committee established by resolution of the Board in accordance with clause 2 of these Terms. CHINA RESOURCES CEMENT HOLDINGS LIMITED Terms of Reference for Audit Committee (adopted on 2 September 2009 and amended on 29 February 2012 and 4 May 2012) Definitions 1. For the purposes of these terms

More information

AURYN RESOURCES INC. BOARD GUIDELINES

AURYN RESOURCES INC. BOARD GUIDELINES AURYN RESOURCES INC. BOARD GUIDELINES 1. INTRODUCTION 1.1 The board of directors (the Board ) of Auryn Resources Inc. (the Company ) believes a principal objective of the Company is to generate acceptable

More information

IOI PROPERTIES GROUP BERHAD (Company No. 1035807-A) (Incorporated in Malaysia) TERMS OF REFERENCE FOR NOMINATING AND REMUNERATION COMMITTEE

IOI PROPERTIES GROUP BERHAD (Company No. 1035807-A) (Incorporated in Malaysia) TERMS OF REFERENCE FOR NOMINATING AND REMUNERATION COMMITTEE IOI PROPERTIES GROUP BERHAD (Company No. 1035807-A) (Incorporated in Malaysia) TERMS OF REFERENCE FOR NOMINATING AND REMUNERATION COMMITTEE 1. MEMBERSHIP AND INDEPENDENCE 1.1 The Nominating and Remuneration

More information

LE-LOL-020 STANDING ORDERS LOCAL LAW 2015

LE-LOL-020 STANDING ORDERS LOCAL LAW 2015 LE-LOL-020 STANDING ORDERS LOCAL LAW 2015 LOCAL GOVERNMENT ACT 1995 SHIRE OF KALAMUNDA STANDING ORDERS LOCAL LAW 2015 ARRANGEMENT 1.1 Citation 1.2 Commencement 1.3 Purpose and intent 1.4 Application 1.5

More information