Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / board-resolutions-nominating-committee.docx
board-resolutions-nominating-committee.docx
Parties
Calloway-Briggs Renewables Inc
General Corp
Company's Corp
Harkness LLP
Dates
Amounts
$600,000,000
$0.01
Obligations
Resolution 3 — Adoption of Committee Charter RESOLVED, that the Board hereby adopts the Nominating and Corporate Governance Committee Charter, substantially in the form presented to and reviewed by the Board and attached hereto as Exhibit A (as such charter may be amended from time to time, the "Charter"), which Charter shall become effective upon the IPO Closing
Resolution 4 — Delegation of Authority to the Committee RESOLVED, that, subject to the terms and conditions of the Charter, the provisions of the DGCL, the Certificate of Incorporation, and the Bylaws, the Committee is hereby delegated the following responsibilities and authority, which the Committee shall exercise in its discretion and in accordance with applicable law and the Charter: (a) Director Candidate Identification and Evaluation
RESOLVED FURTHER, that the Board hereby directs Sandra Haverford, General Counsel and Corporate Secretary of the Company, to monitor the Company's controlled-company status on an ongoing basis following the IPO Closing, including by tracking the voting power held by Pinnacle Vista, the Founders, and their respective affiliates, and to promptly advise the Board in the event that the Company ceases to qualify as a "controlled company" under NYSE listing standards, in which case the Board shall take all steps necessary and appropriate to comply with the phase-in requirements for full independence of the Committee set forth in Section 303A
RESOLVED FURTHER, that nothing in the foregoing resolution shall be deemed to limit or restrict the Board's fiduciary duties to the Company and all of its stockholders under the DGCL or other applicable law
RESOLVED FURTHER, that the foregoing resolutions may be executed in one or more counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument
The full text of the Charter is maintained in the corporate records of the Company and, following the IPO Closing, shall be posted on the Company's corporate website