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@ -2136,39 +2136,64 @@ b. Directors shall:
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d. Implement any required remedial actions within 15 days of findings.
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### Section 7.6 - Committee Meetings
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1. Regular Meetings:
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- The Company Committee shall meet at least quarterly
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- Meeting notices must be provided at least 14 days in advance
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- Meetings may be held virtually or in person
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1. **Regular Meetings**:
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2. Special Meetings:
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- May be called by the Committee Chair or any two members
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- Require 48-hour notice unless waived by all members
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- May be held virtually or in person
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a. The Company Committee shall meet at least quarterly;
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b. Meeting notices must be provided at least 14 days in advance;
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c. Meetings may be held virtually or in person; and
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d. Agendas must be distributed at least 7 days in advance.
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2. **Special Meetings**:
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a. May be called by the Committee Chair or any two members;
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b. Require 48-hour notice unless waived by all members;
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c. May be held virtually or in person; and
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d. Must include specific agenda items requiring urgent attention.
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3. **Quorum and Voting**:
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a. A majority of Committee members constitutes a quorum;
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b. Actions require majority vote of members present;
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c. Each member has one vote; and
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d. No proxy voting permitted.
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3. Quorum and Voting:
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- A majority of Committee members constitutes a quorum
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- Actions require majority vote of members present
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- Each member has one vote
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- No proxy voting permitted
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### Section 7.7 - Reporting Requirements
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1. The Company Committee shall provide:
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- Monthly reports to the TSYS Group Board
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- Quarterly reports to series members
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- Annual independence certifications
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- Special reports as requested by the Board
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1. **Reporting Schedule**: The Company Committee shall provide:
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2. Reports shall include:
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- Series activity and performance
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- Compliance matters
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- Risk assessments
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- Material changes or events
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- Other information as required by the Board
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a. Monthly reports to the TSYS Group Board;
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b. Quarterly reports to series members;
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c. Annual independence certifications; and
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d. Special reports as requested by the Board.
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2. **Report Content**: Reports shall include:
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a. Series activity and performance;
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b. Compliance matters;
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c. Risk assessments;
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d. Material changes or events;
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e. Financial performance metrics; and
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f. Other information as required by the Board.
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### Section 7.8 - Sociocratic Principles
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