Institutional Structure Clause Samples

The Institutional Structure clause defines the organizational framework and governance mechanisms for the parties involved in an agreement or project. It typically outlines the roles, responsibilities, and composition of key bodies such as committees, boards, or working groups, and may specify procedures for decision-making and communication among stakeholders. By establishing clear lines of authority and coordination, this clause ensures effective management and oversight, reducing ambiguity and potential disputes regarding organizational responsibilities.
Institutional Structure. Constitution of the Ministerial Forum
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Institutional Structure. 1. The Member States designate Polish Ministry of Regional Development, Territorial Co- operation Department to act as the Managing Authority (hereinafter referred to as the MA) within the meaning of Article 59 (1) lit a of the General Regulation and in compliance with Article 60 of the General Regulation, Articles 14 and 15 of the ERDF Regulation, and Chapter 11 of the OP. 2. The Member States designate Polish Ministry of Regional Development, Department of Certifying Authority to act as the Certifying Authority (hereinafter referred to as the CA) within the meaning of Article 59 (1) lit b of the General Regulation and in compliance with Article 61 of the General Regulation, Articles 14 and 17 of the ERDF Regulation, and Chapter 11 of the OP. 3. The Member States designate Polish Ministry of Finance, the General Inspector of Fiscal Control to act as the Audit Authority (hereinafter referred to as the AA) within the meaning of Article 59 (1) lit c of the General Regulation and in compliance with Article 58 lit b, 59 (4) and 62 of the General Regulation, Article 14 (2) of the ERDF Regulation, and Chapter 11 of the OP. 4. On behalf of the Member States, the Monitoring Committee (hereinafter referred to as MC) satisfies itself as to the effectiveness and quality of the implementation of the Programme, in accordance with Article 65 and 66 of the General Regulation. In accordance with Article 14 (3) of the ERDF Regulation, Article 63 and 64 of the General Regulation and following the Article 2 (2) of the Rules of procedure of the MC, Member State has appointed up to six representatives to sit in the MC. Member State has appointed a head of its MC delegation and may appoint other person coordinating works of the MC who will serve as the sole addressee for the MA for all enquires and reports. 5. For the purpose of selecting projects for co-financing and co-ordinating the monitoring of projects’ implementation the Steering Committee (hereinafter referred to as SC) is established. According to the Article 2 (2) of the Rules of procedures of the SC, Member State has appointed up to six representatives to sit in the SC. The MC has approved the Rules of procedures of the SC. 6. In compliance with Article 14 of the ERDF Regulation and Chapter 11 of the OP, the MA as well as the MC, the SC, and the AA shall be assisted by the Joint Technical Secretariat (hereinafter referred to as JTS). The JTS shall act under the supervision of the MA, that shall undertake the necessar...
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Institutional Structure. The Karnataka State Coir Co-Operative Federation was established in the year 1961 with the main objective of developing coir industry through co-operative movement in Karnataka state. This Federation is having 72 primary coir Co-operative societies as its affiliated member societies. There are more than 17 production centre where in all coir products are manufactured apart from this as per the customer demand, new varieties of coir products are also manufactured and sold. The Federation is also having 14 sales outlets and 3 Mobile sales van wherein different types of coir mats, matting cushions, rubberized mattresses, pillows etc. are display and sold. The Federation is having godown facilities for storage and security of coir products at Bangalore and Arsikere. The Main manufacturing activities are coir fibre (Brown fibre and green husk fibre). ▇▇▇▇ ▇▇▇▇▇▇▇, Geo-textiles, Curled coir required for Rubberized coir industry and other value-added products. The Federation has provided employment to about 1500 unskilled persons in rural area out of which 90% are women. The main objective of the Federation is as follows: • To assist and support primary coir Co-operative societies. • To provide Training. • Supply of raw- materials • Marketing of coir products • Technical guidance
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Institutional Structure. 1. The Member States and the Partner States designate the „Ministry of the Interior and Spatial Planning of the Grand Duchy of Luxembourg, Directorate for Spatial Development “to act as Managing authority (hereinafter referred as MA) within the meaning of Articles 14 and 15 of Council Regulation (EC) No 1080/2006. 2. The EU Member States and Partner States designate the “Budgetary Unit in the Ministry of the Interior and Spatial Development ” to act as Certifying Authority (hereinafter referred as CA) within the meaning of Articles 14 of Council Regulation (EC) No 1080/2006 and Article 61 of Council Regulation (EC) No 1083/2006. 3. The General Inspection of Finances (“Inspection Générale des Finances”) is acting as Audit Authority (hereinafter referred as AA) according to the provisions included in Articles 62 of Regulation (EC) No 1083/2006 and Article 14 of Regulation (EC) No 1080/2006. The Audit Authority will be as well in charge of establishing the report according to Article 71(2) of Regulation (EC) No 1083/2006. 4. In compliance with article 14 of Council Regulation (EC) No 1080/2006, the MA,, as well as the Monitoring Committee (hereinafter referred as MC) and the AA shall be assisted by the Coordination Unit (hereinafter referred as CU) in its role of Joint Technical Secretariat. The CU could also assist the CA but only for the tasks and under the modalities indicated in the ESPON 2013 OP. 5. The MA will undertake the necessary steps to ensure the appropriate conditions for the hosting of the Coordination Unit, and this according to the provisions of the ESPON 2013 OP.
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Related to Institutional Structure

  • Organizational Structure The ISO will be governed by a ten (10) person unaffiliated Board of Directors, as per Article 5 herein. The day-to-day operation of the ISO will be managed by a President, who will serve as an ex-officio member of the ISO Board, in accordance with Article 5 herein. There shall be a Management Committee as per Article 7 herein, which shall report to the ISO Board, and shall be comprised of all Parties to the Agreement. There shall be at least two additional standing committees, the Operating Committee, as provided for in Article 8, and the Business Issues Committee, as provided for in Article 9, both of which shall report to the Management Committee. A Dispute Resolution Process will be established and administered by the ISO Board in accordance with Article 10.

  • Capital Structure (i) As of the date of this Agreement, the authorized capital stock of the Company consists of 25,000,000 shares of Company Common Stock, of which 13,478,272 shares are issued and outstanding. All issued and outstanding shares of the capital stock of the Company are duly authorized, validly issued, fully paid and nonassessable. No class of Company capital stock is entitled to preemptive rights. None of the issued and outstanding shares of Company Common Stock have been issued in violation of any preemptive rights of current or past holders of any class of Company capital stock or are subject to any preemptive rights of current or past Company shareholders granted by the Company. As of the date of this Agreement, there are no outstanding options, warrants, indebtedness convertible into capital stock or other rights to acquire capital stock from the Company other than (i) Options representing in the aggregate the right to purchase 1,353,442 shares of Company Common Stock under the Company Stock Option Plan and (ii) up to 50,000 shares of Company Common Stock available under the ESPP. The Company Disclosure Schedule sets forth the name of each person holding outstanding Options, the number of shares which may be purchased upon exercise of such Options, the expiration date of such Options as of the date of this Agreement and the exercise price per Share of such Options. (ii) All of the issued and outstanding shares of capital stock of the Company Subsidiaries are duly authorized, validly issued, fully paid and nonassessable and are owned by the Company, free and clear of any liens, claims, encumbrances, restrictions, preemptive rights or any other claims of any third party (“Liens”). Except for the capital stock of the Company Subsidiaries, the Company does not own, directly or indirectly, any capital stock or other ownership interest in any Person. (iii) As of the date of this Agreement, no bonds, debentures, notes or other indebtedness of the Company having the right to vote on any matters on which shareholders may vote (“Company Voting Debt”) are issued or outstanding. (iv) Other than the Options and the ESPP, there are no securities, options, warrants, calls, rights, commitments, agreements, arrangements or undertakings of any kind to which the Company or any Company Subsidiary is a party or by which any of them is bound obligating the Company or any Company Subsidiary to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of capital stock or other voting securities of the Company or any Company Subsidiary or obligating the Company or any Company Subsidiary to issue, grant, extend or enter into any such security, option, warrant, call, right, commitment, agreement, arrangement or undertaking. As of the date of this Agreement, there are no outstanding obligations of the Company or any Company Subsidiary to repurchase, redeem or otherwise acquire any shares of capital stock of the Company or any Company Subsidiary.

  • Organizational and Capital Structure The organizational structure and capital structure of Holdings and its Subsidiaries shall be as set forth on Schedule 4.1.

  • Company Capital Structure In the case of the Company, the authorized capital stock of the Company consists of 500,000,000 shares of Company Common Stock and 50,000,000 shares of preferred stock, par value $0.01 per share (“Company Preferred Stock”). As of the Measurement Date, (i) 228,209,888 shares of Company Common Stock (excluding treasury shares) were issued and outstanding (including 119,422 shares of Company Common Stock subject to outstanding Company Restricted Stock Awards), (ii) no shares of Company Common Stock were held by the Company in its treasury and (iii) no shares of Company Preferred Stock were issued and outstanding. All of the outstanding shares of Company Common Stock have been duly authorized, validly issued, fully paid and nonassessable and free of preemptive rights. The Company has no shares of Company Common Stock or Company Preferred Stock reserved for issuance, except that, as of the Measurement Date, there were (a) 3,913,542 shares of Company Common Stock reserved for future issuance under the Company Stock Plans, (b) 867,802 shares of Company Common Stock subject to outstanding Company Option Awards, and such Company Option Awards have a weighted average exercise price of $21.03 per share, (c) 5,311,304 shares of Company Common Stock subject to outstanding Company RSU Awards, and (d) 5,494,388 shares of Company Common Stock subject to outstanding Company PSU Awards (assuming maximum performance and excluding those Company PSU Awards that pursuant to their terms may only be settled in cash). Each of the outstanding shares of capital stock or other securities of each of the Company’s Subsidiaries is duly authorized, validly issued, fully paid and nonassessable, and each of the outstanding shares of capital stock or other securities of each of the Company’s Significant Subsidiaries is owned beneficially and of record by the Company or by a direct or indirect wholly owned Subsidiary of the Company, free and clear of any Encumbrance (excluding such transfer restrictions of general applicability as may be provided under the Securities Act, the “blue sky” Laws of the various States of the United States or similar Law of other applicable jurisdictions). Except for the Company Stockholders Agreement, as of the date of this Agreement, there are no outstanding subscriptions, options, warrants, puts, call agreements, understandings, claims or other agreements, commitments or rights of any type relating to the issuance, sale, redemption or transfer by the Company of any equity securities of the Company or its Subsidiaries, nor are there outstanding any securities which are convertible into or exchangeable for any shares of capital stock of the Company or its Subsidiaries and neither the Company nor any of its Subsidiaries has any obligation to issue any additional securities or to pay for or repurchase any securities of the Company or its Subsidiaries. The shares of Company Common Stock are registered under the Exchange Act. Since the Measurement Date and through the date of this Agreement, the Company has not (A) issued any shares of Company Common Stock (other than upon the exercise or settlement of Company Equity Awards outstanding as of the Measurement Date) or (B) granted any Company Equity Awards or similar awards. The Company does not have outstanding any bonds, debentures, notes or other obligations the holders of which have the right to vote (or convertible into or exercisable for securities having the right to vote) with the stockholders of the Company on any matter.

  • Changes in Capital Structure If all or any portion of the Option shall be exercised subsequent to any share dividend, split-up, recapitalization, merger, consolidation, combination or exchange of shares, separation, reorganization, or liquidation occurring after the date hereof, as a result of which shares of any class shall be issued in respect of outstanding Shares or Shares shall be changed into the same or a different number of shares of the same or another class or classes, the person or persons exercising the Option shall receive, for the aggregate price paid upon such exercise, the aggregate number and class of shares which, if the Shares (as authorized at the date hereof) had been purchased at the date hereof for the same aggregate price (on the basis of the price per share set forth in paragraph 2 hereof) and had not been disposed of, such person or persons would be holding at the time of such exercise as a result of such purchase and all such share dividends, split-ups, recapitalizations, mergers, consolidations, combinations or exchanges of shares, separations, reorganizations, or liquidations; provided, however, that no fractional shares shall be issued upon any such exercise, and the aggregate price paid shall be appropriately reduced on account of any fractional share not issued. In no event shall any adjustments be made to the Option as a result of the issuance or redemption of securities of the Corporation for cash or other consideration, or upon the exercise of any conversion rights of any securities of the Corporation.