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1. Title and Date: Formal title of the resolution and date of adoption
2. Recitals: Background information starting with 'WHEREAS' clauses that establish context and authority for the resolution
3. Authority Reference: Reference to relevant legislation, corporate bylaws, and other governing documents that provide authority for the resolution
4. Resolutions: The main 'RESOLVED' clauses stating the decisions being made, typically including committee composition, responsibilities, and authority
5. Certification: Statement certifying that the resolution was duly passed, including signature blocks for required officers
6. Implementation: Specific directions regarding the implementation of the resolution
1. Committee Composition Details: Detailed specifications of committee membership requirements when establishing a new committee or significantly modifying existing composition
2. Terms of Reference Cross-Reference: Reference to separate Terms of Reference document when the committee's detailed responsibilities are contained in a separate document
3. Effective Date Provisions: Special provisions regarding when the resolution takes effect, if different from the adoption date
4. Transitional Provisions: Provisions dealing with transition from previous committee structure or membership, if applicable
1. Schedule A - Committee Terms of Reference: Detailed terms of reference for the audit committee, including scope, responsibilities, and procedures
2. Schedule B - Committee Membership: List of appointed committee members with their qualifications and roles
3. Schedule C - Meeting Schedule: Prescribed meeting schedule and key annual agenda items
4. Appendix 1 - Relevant Bylaw Excerpts: Excerpts from corporate bylaws relating to audit committee authority and operation
5. Appendix 2 - Independence Requirements: Detailed independence requirements for committee members as per applicable regulations
Financial Services
Banking
Insurance
Mining
Oil & Gas
Technology
Manufacturing
Retail
Healthcare
Telecommunications
Real Estate
Utilities
Transportation
Professional Services
Consumer Goods
Legal
Finance
Compliance
Internal Audit
Risk Management
Corporate Governance
Board Secretariat
Executive Leadership
External Audit
Corporate Affairs
Chief Executive Officer
Chief Financial Officer
Corporate Secretary
Board Chairman
Independent Director
Audit Committee Chair
General Counsel
Chief Legal Officer
Chief Compliance Officer
Corporate Governance Officer
Risk Management Officer
Internal Audit Director
External Auditor
Financial Controller
Board Administrator
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