The Governance and Sustainability Committee of the Board of Directors comprises Richard Beyer, Robert Switz, and MaryAnn Wright . Mr. Beyer serves as the Chairman of the Governance and Sustainability Committee. Omniplan 2 3 7 download free.
Doubletake 2 6 22. Charter of the Governance and Sustainability Committee of the Board of Directors of Micron Technology, Inc. 1stflip flipbook creator pro 2 7 19 download free.
1. Purpose.
PopClip for Mac 1.5.8-79 超赞Mac复制粘贴插件 小巧实用 Posted by Rolos On 八月 10, 2018 0 Comment PopClip是一款非常实用的复制粘帖小插件。. NOTE: Promotional PopSockets are to be used exclusively as giveaways; only authorized vendors are permitted to resell PopSockets E-commerce and website built by Website & Store All product names, logos, and brands are property of their respective owners. Sometimes the value of a utility comes down to just one feature, for PopClip, that is the case. I install it for one particular ability! I received the new Echo Show 8 as a gift this past weekend and like it for most of the same reasons I like the Echo Show 5: great connectivity; good diversity of content and skills; and great as a sound speaker and photo display. But I found that the ES8 does not have the same options for clock faces as the ES5. V1.5.1 (7 Aug 2014) Fixed a bug where PopClip would fail to start, for some users. V1.5 (6 Aug 2014) Fresh new look. PopClip has a cleaner, flatter appearance. The iOS6-style gloss has been retired, and I hope you will agree it now looks more worthy of your Mac in 2014. Ready for OS X Yosemite.
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The purpose of the Governance and Sustainability Committee (the “Committee”) of the Board of Directors (the “Board”) of Micron Technology, Inc. (the “Company”) shall be to:
- 1.01 Director Compensation. Assist the Board in discharging its responsibilities with respect to the compensation of the Company's non-management directors;
- 1.02 Identification of Candidates. Assist the Board in discharging its responsibilities relating to the identification of qualified candidates to become Board members, consistent with criteria approved by the Board pursuant to Section 4.06 below;
- 1.03 Recommendation of Nominees. Assist the Board in discharging its responsibilities relating to the selection of nominees for election or re-election as directors at annual meetings of stockholders (or special meetings of stockholders) at which directors are to be elected or re-elected;
- 1.04 Recommendation of Candidates to Fill Vacancies. Assist the Board in discharging its responsibilities relating to the selection of candidates to fill any vacancies on the Board;
- 1.05 Sustainability. Assist the Board in overseeing and monitoring the Company’s development and integration of material social and environmental strategies.
- 1.06 Development of Corporate Governance Guidelines. Assist the Board in discharging its responsibilities relating to the development and recommendation to the Board of Corporate Governance guidelines and principles applicable to the Company; and
- 1.07 Oversight and Evaluation. Assist the Board in discharging its responsibilities to oversee the evaluation of the Board and management.
- 1.08 Stockholder Engagement. Assist the Board in discharging its responsibilities relating to stockholder engagement and stockholder proposals.
2. Membership, Qualifications, and Compensation.
- 2.01 Appointment. Committee members shall be appointed by and serve at the discretion of the Board. The Committee shall consist of at least two members of the Board. Members of the Committee shall meet the criteria of this Section 2 (as well as all other criteria, if any, required by the Securities and Exchange Commission (“SEC”) or NASDAQ Global Select Market of the NASDAQ Stock Market LLC ('NASDAQ')):
- 2.02 Independence. Each member shall be “independent” as defined in the listing standards of the NASDAQ, in effect from time to time and in accordance with the time frames specified therein and, to the extent applicable and appropriate, the non-employee director definition of Rule 16b-3 of the Securities Exchange Act of 1934, as amended, and the outside director definition of Section 162(m) of the Internal Revenue Code of 1986, as amended;
- 2.03 Qualification. Each member shall have experience in the judgment of the Board that would be useful in addressing matters designated to the Committee; and
- 2.04 Committee Compensation. The fees paid to members of the Committee shall be determined by the Board in its sole discretion.
3. Chairmanship. Unless the Board elects the Committee Chairman, the members of the Committee shall designate a Chairman by the majority vote of the full Committee membership.
4. Duties and Responsibilities
In order to carry out the purpose described above, the Committee may undertake those specific duties and responsibilities listed below and such other duties as the Board may from time to time prescribe.
- 4.01 Director Compensation. The Committee shall, periodically, evaluate non-management director and Board committee member compensation and recommend to the Board the appropriate level of such compensation. In determining the appropriate level of non-management director and committee member compensation, the Committee may consider, without limitation, current market trends and industry practices.
- 4.02 Director Policies. The Committee shall, periodically, evaluate the need for director policies, including, but not limited to, policies relating to retirement, stock ownership and education, and shall recommend to the Board for its approval such policies as the Committee deems appropriate. The Committee shall, periodically, undertake a review of such policies and recommend changes, if any, to the Board for approval as the Committee deems appropriate.
- 4.03 Identification of New Candidates. The Committee shall from time to time as it deems appropriate, or upon request by the Chairman of the Board, identify qualified candidates to join the Board as new members, consistent with criteria approved by the Board pursuant to Section 4.06 below. Candidates so identified, if approved by the Committee, shall be recommended to the Board for membership.
- 4.04 Recommendation of Candidates. Prior to each annual meeting of stockholders at which directors are to be elected or re-elected, the Committee shall recommend to the Board for nomination by the Board such candidates as the Committee, in the exercise of its judgment, has found to be qualified, willing and available to serve, consistent with criteria approved by the Board pursuant to Section 4.06 below.
- 4.05 Vacancies on the Board. After a vacancy arises on the Board or a director advises the Board of his or her intention to resign, in the event the Board determines to fill such vacancy, the Committee shall recommend to the Board for appointment, such prospective member of the Board as the Committee, in the exercise of its judgment, has found to be qualified, willing and available to serve, consistent with criteria approved by the Board pursuant to Section 4.06 below.
- 4.06 Criteria for Selection. For purposes of Sections 4.03 through 4.05 above, the Committee may consider the following criteria, with each factor being given such weight, if any, as the Committee deems appropriate in its judgment, when recommending candidates for election or re-election to the Board:
- 4.06.01 Incumbency on the Board and overall performance;
- 4.06.02 Substantial experience in the semiconductor industry or other related industries, which experience has been gained through management, training, oversight or education;
- 4.06.03 Strong business acumen and judgment acquired through education, training or experience;
- 4.06.04 Excellent interpersonal skills that facilitate a strong working relationship with other directors of the Company;
- 4.06.05 Personal and business circumstances that permit the director to have time to provide appropriate oversight of the Company;
- 4.06.06 Relationships with key individuals in industry, government and educational circles that may be of significant assistance to the Company and its operations;
- 4.06.07 Significant experience in making difficult decisions and judgments as an officer or director (or former officer or director) of a publicly held company or substantial privately held company;
- 4.06.08 Specialized knowledge that may be of significant assistance to the Company or its operations;
- 4.06.09 Ownership in the Company; and
- 4.06.10 Such other criteria as may be meaningful or helpful, in the judgment of the Committee, to the oversight of the Company, given all the relevant facts and circumstances at the time of the search, selection or nomination of a director.
- 4.07 Contractual Limitations. The foregoing notwithstanding, if the Company is legally required by contract or otherwise to permit a third party to designate one or more of the directors to be elected or appointed (for example, pursuant to rights contained in a Certificate of Designation of a class of preferred stock to elect one or more directors upon a dividend default), then the nomination or appointment of such directors shall be governed by such requirements
- 4.08 Removal of Directors. In appropriate circumstances, the Committee, in its discretion, shall consider and may recommend to the Board that it (a) ask for the resignation of a director, (b) refuse to nominate such director for re-election or, (c) if permitted by applicable law, remove such director prior to the end of such director's elected term, each in accordance with applicable provisions, if any, of the Company’s bylaws, Corporate Governance Guidelines and applicable law.
- 4.09 Evaluation of Board and Management. The Committee may oversee the evaluation of the Board and management.
- 4.10 Corporate Governance Recommendations. The Committee may make recommendations to the Board regarding corporate governance matters, including, but not limited to, the Company’s certificate of incorporation, bylaws, this Charter and the charters of the Company’s other committees.
- 4.11 Development of Corporate Governance Guidelines. The Committee shall be responsible to develop and recommend to the Board a set of Corporate Governance Guidelines applicable to the Company, shall review such governing guidelines annually, and make such periodic recommendations for change as the Committee, in its discretion, deems appropriate.
- 4.12 Sustainability Strategy. The Committee shall on a periodic basis review the Company’s sustainability strategy and performance, including, but not limited to, material environmental, social, and governance trends and related long and short term Company impacts, as well as the Company's public reporting on these topics.
- 4.13 Stockholder Engagement and Proposals. Review on a periodic basis, and as necessary when specific issues arise, the Company’s stockholder engagement plan, if any, and relations with the Company’s stockholders generally, including by reviewing and making recommendations to address stockholder proposals.
- 4.14 Consultants and Advisors. The Committee shall have authority to obtain advice and assistance from internal or external legal, accounting and financial experts, including such other consultants or advisors, as deemed appropriate by the Committee, for the purpose of completing its duties hereunder. With respect to the engagement of any search firms to identify director candidates, the Committee shall have sole authority to retain and terminate such persons, if any, including the sole authority to approve related fees and terms and conditions of the engagement.
- 4.15 Reports. The Committee shall report regularly to the Board the Committee’s activities, evaluations and recommendations, as may be appropriate and as are consistent with this Charter.
- 4.16 Authority to Delegate to Subcommittee. The Committee shall have authority to delegate any of its responsibilities to a subcommittee or subcommittees as it may deem appropriate in its judgment. The subcommittee(s) shall be subject to this Charter.
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5. Meetings
- 5.01 Meetings. The Committee shall meet with such frequency and at such intervals as it shall determine necessary to carry out its duties and responsibilities, but in any case at least annually. The Committee may establish its own schedule, which it will provide annually to the Board in advance. The Chairman of the Committee or a majority of the Committee members may call meetings of the Committee. Meetings of the Committee may be held telephonically.
- 5.02 Meeting Attendance and Invitees. All non-management directors that are not members of the Committee may attend meetings of the Committee but may not vote. Additionally, the Committee may invite to its meetings any director, officer of the Company and such other persons as it deems appropriate in order to carry out its responsibilities. The Committee may also exclude from its meetings any persons, other than committee members, it deems appropriate in order to carry out its responsibilities.
6. Minutes. The Committee shall maintain written minutes of its meetings, which minutes shall be filed with the minutes of the meetings of the Board.
7. Voting. Each member of the Committee shall have one vote on any matter requiring action by the Committee. One-third of the members, but no fewer than two members, shall constitute a quorum. The Committee shall be authorized to take any permitted action only by the affirmative vote of a majority of the Committee members present at any meeting at which a quorum is present, or by the unanimous written consent of all of the Committee members. The Chairman shall be entitled to cast an additional vote to resolve any ties.
8. Performance Evaluation. At least annually, the Committee shall conduct a performance evaluation of the Committee, including a review of this Charter.
Last amended October 16, 2019.
I released a PopClip update today, both to the Mac App Store and to the website.
The update contains many improvements and fixes, and makes PopClip ready for macOS 10.15 Catalina.
As part of this update, PopClip has had a significant overhaul of its internal workings and there might be new issues that I did not pick up in testing, especially regarding compatibility with various apps. Please report any bugs or app compatibility issues.
A note on the version number
PopClip now has a calendar-based version number. This update, being released in September 2019, is version 2019.9.
Improvements and fixes
- PopClip now follows the system accent colour for its button highlight (which you can set in System Preferences → General).
- Faster application start-up and generally faster operation.
- Safari:
- “Double click and drag” method of text selection in Safari now works.
- Should not cause Safari make the annoying “boop” sound nearly as much.
- Firefox:
- The problem where PopClip would interfere with drop-down menu selection in Firefox has been eliminated.
- Brave:
- Search and Open Link now work within Brave browser.
- Search action now also puts the selection on the clipboard.
- PopClip pops up when clicking the auto-selecting address bar in Firefox, Opera, and Brave (as it already did with Safari and Chrome).
- Improved 3rd party app compatibility. In particular:
- Works with JetBrains apps (such as PHPStorm, AppCode etc).
- Works in Microsoft PowerPoint 2016.
- Works in Help Viewer windows.
- Works in Spotlight results window.
- Works in 1Password.
- Fixed missing title text in the extension options window.
- Recognises “hook:” app URL scheme when detecting links.
A change to “Paste” activation
- PopClip no longer shows the “Paste” option when double-clicking in an empty text field, or when single clicking on text immediately after copying. To show the Paste option for an empty selection, you must now long press the mouse button.
Preview PDF compatibility
- PopClip still does not work properly with PDF files in the Preview app in macOS 10.13 and 10.14. Please note this is due to a bug in Preview affecting those versions of macOS. The good news, however, is that it appears to be fixed in the 10.15 betas.
Goodbye Mavericks, Yosemite and El Cap
- The minimum system version is now macOS 10.12.6 Sierra. Support is therefore being dropped for macOS 10.9, 10.10 and 10.11. PopClip 1.5.8 is still available to download for those systems.
The update is rolling out as a phased release over the next 7 days to all Mac App Store customers with automatic updates turned on. To get it right away, head to the Mac App Store where you will find PopClip in the Updates tab.
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Enjoy PopClip.