RHT » Topics » Board Determination of Independence

This excerpt taken from the RHT DEF 14A filed Jun 30, 2008.

Board Determination of Independence

 

The Board annually determines the independence of directors. No director is considered independent unless the Board has determined that he or she has no material relationship with the Company, either directly or as a partner, shareholder or officer of an organization that has a material relationship with the Company. Material relationships can include commercial, industrial, banking, consulting, legal, accounting, charitable and familial relationships, among others.

 

The Company’s Board of Directors has determined that none of Dr. Albrecht, Dr. Fox, Dr. Gupta, Mr. Kaiser or General Shelton has any material relationship which would interfere with the exercise of independent judgment in carrying out the responsibilities of a director and that each of these directors is an

 

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“independent director” under the rules of the NYSE. In addition, the Board has determined that Mr. McDonald, who was a director until his resignation in August 2007, had no material relationship which interfered with the exercise of independent judgment in carrying out the responsibilities of a director and was an “independent director” under the rules of the NYSE.

 

This excerpt taken from the RHT DEF 14A filed Jun 28, 2007.

Board Determination of Independence

 

The Board annually determines the independence of directors. No director is considered independent unless the Board has determined that he or she has no material relationship with the Company, either directly or as a partner, shareholder or officer of an organization that has a material relationship with the Company. Material relationships can include commercial, industrial, banking, consulting, legal, accounting, charitable and familial relationships, among others.

 

The Company’s Board of Directors has determined that none of Dr. Albrecht, Dr. Fox, Dr. Gupta, Mr. Kaiser, Mr. McDonald or General Shelton has any material relationship which would interfere with the exercise of independent judgment in carrying out the responsibilities of a director and that each of these directors is an “independent director” under the rules of the NYSE. In addition, the Board has determined that Mr. Kozel, who was a director until his resignation in September 2006, was independent as defined under the rules of NASDAQ that applied to the Company during his term of service as a director.

 

This excerpt taken from the RHT DEF 14A filed Jun 27, 2006.

Board Determination of Independence

 

Under NASDAQ rules that apply to the Company, a director of the Company will only qualify as an “independent director” if, in the opinion of the Company’s Board of Directors, that person does not have a relationship which would interfere with the exercise of independent judgment in carrying out the responsibilities of a director. The Company’s Board of Directors has determined that none of W. Steve Albrecht, Marye Anne Fox, Narendra K. Gupta, William S. Kaiser, Edward R. Kozel, Eugene J. McDonald or General H. Hugh Shelton has a relationship which would interfere with the exercise of independent judgment in carrying out the responsibilities of a director and that each of these directors is an “independent director” as defined under Rule 4200(a)(15) of the NASDAQ Stock Market, Inc. Marketplace Rules.

 

This excerpt taken from the RHT DEF 14A filed Jun 28, 2005.

Board Determination of Independence

 

Under NASDAQ rules that apply to the Company, a director of the Company will only qualify as an “independent director” if, in the opinion of the Company’s Board of Directors, that person does not have a relationship which would interfere with the exercise of independent judgment in carrying out the responsibilities of a director. The Company’s Board of Directors has determined that none of W. Steve Albrecht, Marye Anne Fox, William S. Kaiser, Edward R. Kozel, Eugene J. McDonald or General H. Hugh Shelton has a relationship which would interfere with the exercise of independent judgment in carrying out the responsibilities of a director and that each of these directors is an “independent director” as defined under Rule 4200(a)(15) of the NASDAQ Stock Market, Inc. Marketplace Rules.

 

"Board Determination of Independence" elsewhere:

Bottomline Technologies (EPAY)
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