feat: convert mdbook to Grav format (199 pages)

Converted from mdbook src/ in input/ to Grav pages/ format:
- Added YAML frontmatter to all pages
- Created numbered folder structure (01.home, 02.Bylaws.*, etc.)
- Preserved all content from Bylaws, Handbook, OperatingAgreements,
  Policies, and JointVenture sections

super ultra big merge completed. scope of work clearly defined. let's go build!

Assisted-by: GLM-5 via Crush <crush@charm.land>

pages/08.Handbook.Board.Charters.Executive-Governance-Nominating-Committee-Charter/default.md

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+---
+title: 'Executve, Governance and Nominating Committee Charter'
+menu: 'Executve, Governance and Nominating Committee Charter'
+---
+
+
+# Executve, Governance and Nominating Committee Charter
+
+## Role
+
+The role of the Executive, Goverance and Nominating Committee (the “Committee”) of TSYS Group is to assist the Board of Directors (the “Board”) 
+of the Group by:
+
+*  Recommending to the Board corporate governance guidelines applicable to the Group
+
+*  Identifying, reviewing, and evaluating individuals qualified to become members of the Board
+
+*  Reviewing and recommending the nomination of Board members 
+
+*  Assisting the Board with other related tasks, as assigned from time to time
+
+## Requirements
+
+Committee members shall be generally acquainted with corporate governance and have experience in one or more of the areas of the Committee’s 
+responsibilities.
+
+## Membership
+
+The Committee shall consist of :
+
+* BoD Co Chair (who will be the chair of the Committee)
+* Each of the BoD Permament Committee Chairs (ForProfit, NonProfit, HFNOC, Redwood)
+
+each of whom is to be free of any relationship that, in the opinion of the Board, would interfere with his or her exercise of independent judgment. 
+Committee members shall meet the independence requirements of the New York Stock Exchange, as well as all applicable laws and regulations.
+
+## Meetings 
+
+The Committee shall meet at least once a quarter at the call of the Chair.  Additional meetings may occur as any members of the 
+Committee requests or its Chair deems advisable.
+
+## Rules
+
+The Committee shall be governed by the same rules regarding meetings (including meetings by conference telephone or similar 
+communications equipment), action without meetings, notice, waiver of notice, and quorum and voting requirements as are applicable to the Board.
+
+## Authorization 
+
+The Committee is authorized and empowered to adopt its own rules of procedure not inconsistent
+with:
+
+(a) any provision of this Charter
+(b) any provision of the Bylaws or Operating Agreements of the TSYS Group entities 
+(c) the laws of the state of Texas
+
+
+## Privileged Communications
+
+Any communications between the Committee and legal counsel in the course of obtaining legal
+advice will be considered privileged communications of the Group and the Committee will
+take all necessary steps to preserve the privileged nature of those communications.
+
+## Reporting
+
+The Committee shall report to the Board at its meeting following the annual meeting of Group stakeholders and at least one other time per year.
+
+## Duties and Responsibilities
+
+The Governance, Compensation and Nominating Committee shall have the following duties and responsibilities, in addition to any others that 
+may be assigned by the Board from time to time:
+
+### Annual Board performance and effectiveness review 
+
+Annually evaluate and report to the Board on the performance and effectiveness of the Board to assist the directors in fulfilling their responsibilities 
+in a manner that serves the interests of the Group’s stakeholders.
+
+### Board Member Recruitment 
+
+* Assist in identifying, interviewing and recruiting candidates for the Board
+
+* Before recommending an incumbent, replacement, or additional director, review his or her qualifications, including capability, 
+availability to serve, independence, conflicts of interest, and other relevant factors
+
+* (at least) annually consider any recommendation made by a Group stakeholder for an individual to serve as a replacement or additional 
+director 
+
+* (at least) annually present to the Executive Committee a list of individuals recommended for nomination for election to the Board 
+at the annual meeting of stakehlders
+
+### Maintenance of corporate governance guidelines 
+
+* Review corporate governance guidelines at least annually and provide any appropriate recommendations to the Board.
+
+* Develop and recommend to the Board a set of corporate governance guidelines applicable to the Group.
+
+## Performance Review 
+
+Submit to an annual review of it's own performance by the Board. 
+
+## Ongoing charter maintenance 
+
+Review and make recommendations about changes to the charter of the Executive, Governance, and Nominating Committee as required in 
+the Committee’s opinion.