IX » Topics » CHAPTER V. BOARD COMMITTEES

This excerpt taken from the IX 6-K filed Jun 23, 2005.

CHAPTER V. BOARD COMMITTEES

 

ARTICLE 29. (Establishment of Committees)

 

The Company shall establish the Nominating Committee, the Audit Committee and the Compensation Committee (hereinafter referred to as “Board Committees”).

 

ARTICLE 30. (Number of Members, Etc.)

 

Each Board Committee shall be composed of three (3) or more directors.

 

2. The majority of members of each Board Committee shall be outside directors who are not executive officers of the Company.

 

3. No member of the Audit Committee shall be an executive officer, manager or other employee of the Company or any of its subsidiaries (including consolidated subsidiaries provided in Article 1-2, Paragraph 4 of the Law Regarding Exceptional Rules of Commercial Code) nor shall any member of the Audit Committee be a director involved in the business of a subsidiary.

 

ARTICLE 31. (Election)

 

Members of Board Committees shall be elected at a Board of Directors’ meeting.

 

ARTICLE 32. (Minutes of Meeting)

 

The minutes of the meetings of Board Committees shall contain the summary of the proceedings and the results thereof; shall be signed, or bear the names and seals of the members present; and shall be kept at the head office for ten (10) years from the date of the resolution.

 

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