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104-545: The tower overlooks the Grand River on a site once cleared by the first pioneers to settle the area. Its walls consist of fieldstone, its observation deck references the Grand River Trail along which the pioneers travelled, and the roof is topped by a weather vane in the shape of a Conestoga wagon . For many years, it was depicted in the masthead of the local newspaper The Record . The 18.9 metre tall tower

208-403: A government agency . The powers, duties, and responsibilities of a board of directors are determined by government regulations (including the jurisdiction's corporate law ) and the organization's own constitution and by-laws . These authorities may specify the number of members of the board, how they are to be chosen, and how often they are to meet. In an organization with voting members,

312-441: A quorum must be present before any business may be conducted. Usually, a meeting which is held without notice having been given is still valid if all of the directors attend, but it has been held that a failure to give notice may negate resolutions passed at a meeting, because the persuasive oratory of a minority of directors might have persuaded the majority to change their minds and vote otherwise. In most common law countries,

416-537: A "fearless and fearsome leader", led members of the Battalion in a riot within the city, an act he defended by stating "I have been trained to destroy everything of military advantage to the enemy". The referendum was supported by the majority of the city's residents. On 28 June 1916, a second referendum was held to choose the new name of the city, which the Berlin News Record described by stating that

520-481: A Catholic mission settlement just south of Montreal that was occupied primarily by converted Mohawk who had migrated north from New York. In 1674 identifiable groups of Neutrals were recorded among its population. It can be presumed that many of their descendants are still living there today. In later wars between Britain and France, the Caughnawaga people, many of whom had converted to Catholicism, were allies of

624-558: A ballot, and from sending sufficient scrutineers to the polls. In the months leading up to the referendum, there was "violence, riots and intimidation, often instigated by imperialistic members" of the 118th (North Waterloo) Battalion of the Canadian Expeditionary Force . In an address to the residents of the city, sergeant major Granville Poyser Blood of the 118th Battalion famously stated "Be British. Do you duty or be despised...Be British or be damned". Blood,

728-442: A board is not a career unto itself. For major corporations, the board members are usually professionals or leaders in their field. In the case of outside directors, they are often senior leaders of other organizations. Nevertheless, board members often receive remunerations amounting to hundreds of thousands of dollars per year since they often sit on the boards of several companies. Inside directors are usually not paid for sitting on

832-515: A board, but the duty is instead considered part of their larger job description. Outside directors are usually paid for their services. These remunerations vary between corporations, but usually consist of a yearly or monthly salary, additional compensation for each meeting attended, stock options, and various other benefits. such as travel, hotel and meal expenses for the board meetings. Tiffany & Co. , for example, pays directors an annual retainer of $ 46,500, an additional annual retainer of $ 2,500 if

936-480: A board, sometimes called the board process , includes the selection of board members, the setting of clear board objectives, the dissemination of documents or board package to the board members, the collaborative creation of an agenda for the meeting, the creation and follow-up of assigned action items , and the assessment of the board process through standardized assessments of board members, owners, and CEOs. The science of this process has been slow to develop due to

1040-432: A certain cause, a board of directors may have the responsibility of running the organization in between meetings of the membership, especially if the membership meets infrequently, such as only at an annual general meeting . The amount of powers and authority delegated to the board depend on the bylaws and rules of the particular organization. Some organizations place matters exclusively in the board's control while in others,

1144-530: A desirable canoeing location, especially the stretch between West Montrose and Paris . A number of conservation areas have been established along the river, and are managed by the Grand River Conservation Authority . The Grand Valley Trail stretches 275 km along the river's valley between the town of Dundalk and Lake Erie . In 1669 the indigenous name '' Tinaouatoua'' was recorded by Galinée . A 1945 book about

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1248-480: A domestic market only, the presence of CEOs from global multinational corporations as outside directors can help to provide insights on export and import opportunities and international trade options. One of the arguments for having outside directors is that they can keep a watchful eye on the inside directors and on the way the organization is run. Outside directors are unlikely to tolerate "insider dealing" between inside directors, as outside directors do not benefit from

1352-536: A generous " golden parachute " which also acts as a deterrent to removal. A 2010 study examined how corporate shareholders voted in director elections in the United States. It found that directors received fewer votes from shareholders when their companies performed poorly, had excess CEO compensation, or had poor shareholder protection. Also, directors received fewer votes when they did not regularly attend board meetings or received negative recommendations from

1456-706: A high concentration of consecutively dated sites from that period. One especially significant site, the Johnson Flats site ( Borden AgGx-214), is located on a former bar in the Grand River near Caledonia. Discovered in 1994, the site contains materials dating to the Early, Middle, and Late Archaic periods, as well as the later Princess Point complex . The people of the Princess Point complex ( c.  500 CE – 1000 CE) are strongly associated with

1560-591: A local family who were displaced by filling of the dam's reservoir, Lake Belwood . With a watershed area of 7,000 square kilometres (2,700 sq mi), the Grand River flows from Dundalk to Lake Erie with numerous tributaries flowing into it: The Conestogo River joins the Grand at the village of Conestogo just north of Waterloo . The Eramosa River joins the Speed River in Guelph . The Speed River joins

1664-656: A loose confederacy of peoples who moved west in the 1720s, fleeing lands invaded by Iroquois, and settled in present-day Ohio . The Mingo were among tribes who later fought the Americans in the Northwest Indian Wars for the Ohio Valley (1774–95). During the 1840s, they were among the tribes removed to Oklahoma and Indian Territory west of the Mississippi River. Neutral descendants are among

1768-590: A patent under the Great Seal, issued by Lieutenant Governor Simcoe, and bearing date January 14, 1793 ... The original extent of the tract was 694,910 acres, but the greater part of this has been since surrendered to the Crown, in trust, to be sold for the benefit of these tribes. And some smaller portions have been either granted in fee simple to purchasers with the assent of the Indians, or have been alienated by

1872-518: A position on the board. Shareholder nominations can only occur at the general meeting itself or through the prohibitively expensive process of mailing out ballots separately; in May 2009 the SEC proposed a new rule allowing shareholders meeting certain criteria to add nominees to the proxy statement. In practice for publicly traded companies, the managers ( inside directors ) who are purportedly accountable to

1976-526: A position that does not carry any executive authority and represents recognition of the person's corporate governorship and performance. An inside director is a director who is also an employee, officer, chief executive, major shareholder , or someone similarly connected to the organization. Inside directors represent the interests of the entity's stakeholders, and often have special knowledge of its inner workings, its financial or market position, and so on. Typical inside directors are: An inside director who

2080-736: A powerful alliance of five nations based around the Great Lakes in the present central and western New York state area. Caught in between, the Neutrals paid dearly for their refusal to ally. Historical accounts differ on exactly how the Neutral tribe was wiped out. The consensus is that the Seneca and the Mohawk nations of the Iroquois destroyed the smaller Neutral tribe in the 17th century, in

2184-416: A proxy advisory firm. The study also shows that companies often improve their corporate governance by removing poison pills or classified boards and by reducing excessive CEO pay after their directors receive low shareholder support. Board accountability to shareholders is a recurring issue. In September 2010, The New York Times noted that several directors who had overseen companies which had failed in

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2288-589: A public market (a private, limited or closely held company), owned by family members (a family business), or exempt from income taxes (a non-profit, not for profit, or tax-exempt entity). There are numerous types of business entities available throughout the world such as a corporation, limited liability company, cooperative, business trust, partnership, private limited company, and public limited company. Much of what has been written about boards of directors relates to boards of directors of business entities actively traded on public markets. More recently, however, material

2392-438: A resolution of the remaining directors (in some countries they may only do so "with cause"; in others the power is unrestricted). Some jurisdictions also permit the board of directors to appoint directors, either to fill a vacancy which arises on resignation or death, or as an addition to the existing directors. In practice, it can be quite difficult to remove a director by a resolution in general meeting. In many legal systems,

2496-443: A set fraction of the board's members. The board of directors appoints the chief executive officer of the corporation and sets out the overall strategic direction. In corporations with dispersed ownership, the identification and nomination of directors (that shareholders vote for or against) are often done by the board itself, leading to a high degree of self-perpetuation. In a non-stock corporation with no general voting membership,

2600-415: A single-tier board, while the chairman of the management board is reckoned as the company's CEO or managing director . These two roles are always held by different people. This ensures a distinction between management by the executive board and governance by the supervisory board and allows for clear lines of authority. The aim is to prevent a conflict of interest and too much power being concentrated in

2704-511: A transitional area between Southwestern Ontario and the Golden Horseshoe region that surrounds the west end of Lake Ontario . Its headwaters are near Dundalk in the north. The Grand River flows south-south-east. Luther Marsh, a 52-square-kilometre wetland on the upper Grand, is one of the largest inland wetlands in southern Ontario and provides habitat for waterfowl, including least bittern and black tern , and amphibians . It

2808-414: Is dividend and how much it is, stock options distributed to employees, and the hiring/firing and compensation of upper management . Theoretically, the control of a company is divided between two bodies: the board of directors, and the shareholders in general meeting . In practice, the amount of power exercised by the board varies with the type of company. In small private companies, the directors and

2912-489: Is a broad grouping of sites into warm-weather, lowland sites characterized by ground stone tools and fishing equipment, or cold-weather, upland sites with abundant scrapers and projectile points, possibly indicating fall and winter deer hunting activities. Evidence of Late Archaic fishing activities in Ontario is concentrated at lakeshore sites located at river mouths ; no known site of this type, however, has been located on

3016-406: Is also an additional statutory body for audit purposes. The OECD Principles are intended to be sufficiently general to apply to whatever board structure is charged with the functions of governing the enterprise and monitoring management. The development of a separate board of directors to manage/govern/oversee a company has occurred incrementally and indefinitely over legal history. Until the end of

3120-446: Is also an important staging area during bird migrations . The importance of the watershed (7000 square kilometers or 2600 square miles) has been recognized by the designation of the Grand as a Canadian Heritage River . The Grand Valley Dam, located near the village of Belwood , helps to control the flow of water, especially during periods of spring flooding. The dam, completed in 1942, is commonly referred to as Shand Dam , named for

3224-408: Is associated with rigorous monitoring and improved corporate governance. In some European and Asian countries, there are two separate boards, an executive board (or management board) for day-to-day business and a supervisory board (elected by the shareholders and employees) for supervising the executive board. In these countries, the chairman of the supervisory board is equivalent to the chairman of

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3328-416: Is becoming available for boards of private and closely held businesses including family businesses. A board-only organization is one whose board is self-appointed, rather than being accountable to a base of members through elections; or in which the powers of the membership are extremely limited. In membership organizations , such as a society made up of members of a certain profession or one advocating

3432-531: Is complete. Details on how they can be removed are usually provided in the bylaws. If the bylaws do not contain such details, the section on disciplinary procedures in Robert's Rules of Order may be used. In a publicly held company , directors are elected to represent and are legally obligated as fiduciaries to represent owners of the company—the shareholders /stockholders. In this capacity they establish policies and make decisions on issues such as whether there

3536-413: Is considered to be comparatively weak due to the limited time they can dedicate to this task. Overconfident directors are found to pay higher premiums in corporate acquisitions and make worse takeover choices. Locally rooted directors tend to be overrepresented and lack international experience, which can lead to lower valuations, especially in internationally oriented firms. Directors' military experience

3640-457: Is employed as a manager or executive of the organization is sometimes referred to as an executive director (not to be confused with the title executive director sometimes used for the CEO position in some organizations). Executive directors often have a specified area of responsibility in the organization, such as finance, marketing, human resources, or production. An outside director is a member of

3744-636: Is now the York Region and the three cities of Cambridge , Kitchener , and Waterloo . Among the first of the immigrants were Samuel Betzner and Joseph Schörg or Schoerg (later called Sherk), who had travelled more than 700 kilometres (430 mi) over 10 weeks in a Conestoga wagon . They arrived in 1800 from Franklin County , Pennsylvania, and established homesteads in a rural area that would eventually become part of Kitchener. Joseph Schoerg and his wife settled on Lot No.11, B.F. Beasley Black, S.R., on

3848-408: Is that in large public companies it is upper management and not boards that wield practical power, because boards delegate nearly all of their power to the top executive employees, adopting their recommendations almost without fail. As a practical matter, executives even choose the directors, with shareholders normally following management recommendations and voting for them. In most cases, serving on

3952-459: Is that the board tends to have more de facto power. Most shareholders do not attend shareholder meetings, but rather cast proxy votes via mail, phone, or internet, thus allowing the board to vote for them. However, proxy votes are not a total delegation of the voting power, as the board must vote the proxy shares as directed by their owner even when it contradicts the board's views. In addition, many shareholders vote to accept all recommendations of

4056-400: The 2007–2008 financial crisis had found new positions as directors. The SEC sometimes imposes a ban (a "D&O bar") on serving on a board as part of its fraud cases, and one of these was upheld in 2013. The exercise by the board of directors of its powers usually occurs in board meetings. Most legal systems require sufficient notice to be given to all directors of these meetings, and that

4160-529: The Georgian Bay of Lake Huron , yet it flows southwards to Lake Erie, rather than westward to the closer Lake Huron or northward to Georgian Bay (most southern Ontario rivers flow into the nearest Great Lake , which is why most of them are small), thus giving it more distance to take in more water from tributaries . The river's mostly rural character (even when flowing through the edges of Waterloo and Kitchener), ease of access and lack of portages make it

4264-400: The Grand River , opposite a water treatment plant. The 18.9-metre (62 ft) tapered tower is built of rounded fieldstone , which had been collected over time from the surrounding 200 acres (810,000 m) of land. It is topped by a weather vane shaped as a Conestoga wagon. In 2009, the weather vane was restored, and the tapered copper roof was replaced. The weather vane and roof reflect

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4368-657: The River Ouse , is a large river in Ontario , Canada. It lies along the western fringe of the Greater Golden Horseshoe region of Ontario which overlaps the eastern portion of southwestern Ontario, sometimes referred to as Midwestern Ontario, along the length of this river. From its source near Wareham, Ontario , it flows south through Grand Valley , Fergus , Elora , Waterloo , Kitchener , Cambridge , Paris , Brantford , Ohsweken , Six Nations of

4472-719: The Seven Years' War , the Grand River Valley remained largely unoccupied and largely uncharted. An explorers' map in 1669 showed the River as being called the Tinaatuoa or Riviere Rapide. A 1775 map shows it as Urse, a name which also appeared on a 1708 map and on Bellin’s Carte des Lacs of 1744. The d’Anville map of 1755 shows the river Tinaatuoa but adds the words Grande River at its mouth. Other 18th Century names were Oswego and Swaogeh. In 1792, Simcoe tried to change

4576-558: The "outstanding feature was the absolute indifference displayed by the ratepayers". On 1 September 1916 Berlin officially changed its name to Kitchener . On 13 July 1923, the Waterloo County Pioneers' Memorial Association was formed with the patronage of the Waterloo Historical Society, and its board of directors included its members and descendants of the first Mennonite families to move to

4680-511: The 19th century, it seems to have been generally assumed that the general meeting (of all shareholders) was the supreme organ of a company, and that the board of directors merely acted as an agent of the company subject to the control of the shareholders in general meeting. However, by 1906, the English Court of Appeal had made it clear in the decision of Automatic Self-Cleansing Filter Syndicate Co Ltd v Cuninghame [1906] 2 Ch 34 that

4784-796: The American War of Independence, the Crown purchased land from the Mississaugas in Upper Canada to award as grants to Loyalist refugees as compensation for their property losses in the colonies. Loyalists from New York, New England and the South were settled in this area, as the Crown hoped they would create new towns and farms on the frontier. In the 19th century, many new immigrants came to Upper Canada from England, Scotland, Ireland and Germany seeking opportunity. Settlements were popping up all over Southern Ontario, and many colonists coveted

4888-544: The British Crown for help, as they had promised aid for allies. In gratitude for their assistance during the war, the Crown awarded the Iroquois land in Upper Canada. Brant led Mohawk from the Upper Castle and families of the other Six Nations to Upper Canada. They first settled at what is present-day Brantford, where Brant crossed, or ‘forded’ the Grand River. It was also called Brant's Town. Not all members of

4992-564: The CEO and their direct reports (other C-level officers, division/subsidiary heads). Board structures and procedures vary both within and among OECD countries. Some countries have two-tier boards that separate the supervisory function and the management function into different bodies. Such systems typically have a "supervisory board" composed of nonexecutive board members and a "management board" composed entirely of executives. Other countries have "unitary" boards, which bring together executive and non-executive board members. In some countries there

5096-536: The French explorers and Coureurs de bois came to the region in search of fur and other items of value to Europeans, the Grand River Valley was among the last areas of southern Ontario to be explored. Since the French worked closely with their Native allies in the acquisition of fur and trading of European goods for it, they went only where the natives resided. Even after the English conquered New France in 1760 during

5200-694: The French. The Iroquois League in New York then was neutral or sided with the British. Because different nations were on different sides in this war, it was difficult for the Iroquois nations to adhere to the Great Law of Peace and avoid killing each other. They managed to avoid such bloodshed until the American Revolution (1775–83). Other descendants of the Neutrals may have joined the Mingo ,

5304-406: The Grand River , Caledonia , and Cayuga before emptying into the north shore of Lake Erie south of Dunnville at Port Maitland . One of the scenic and spectacular features of the river is the falls and Gorge at Elora . The Grand River is the largest river that is entirely within southern Ontario's boundaries. The river owes its size to the unusual fact that its source is relatively close to

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5408-548: The Grand River by archaeologists. Princess Point sites cluster heavily along the river's length, where the focus and concentration of Princess Point people shifted from their earlier territory around Princess Point near Hamilton . Princess Point people were attracted to the fertile Grand River floodplains , in common with other peoples engaging in maize horticulture around the same time. Floodplains provided rich soils for cultivation, as well as easy access to riverine resources. Indeed, early evidence of lake sturgeon fishing on

5512-694: The Grand River has been discovered at the Cayuga Bridge site, which is also associated with the Princess Point complex and dated to AD 700–900. Thousands of fish remains were also unearthed at the Porteous and Holmedale sites near Brantford, which date to around AD 1000. By the 16th and 17th centuries, the Grand River valley was inhabited by the Neutral people . This was a name given to them by European settlers, as they refused to side with either

5616-639: The Grand River recorded the spelling ' Tinaatoua' and attributed it to the Seneca , though its sources are unclear. The Mohawk name for the Grand River, '' O:se Kenhionhata:tie'' means "Willow River," for the many willows in the watershed. During the 18th century, the French colonists named it '' Grande-Rivière . It was later renamed as Ouse River by John Graves Simcoe for the River Great Ouse near his childhood home in Lincolnshire on

5720-468: The Grand River. No evidence of fish at upland sites has been found, suggesting a pattern of seasonal upland hunting and lowland fishing. Tincombe points out, however, that fishing may still have occurred on the upper Grand River, notwithstanding a lack of surviving remains at sites. He further proposes areas around Caledonia and Brantford as persistent places of occupation in the Late Archaic, due to

5824-567: The Grand in Cambridge . The Nith River joins the Grand in Paris . Prior to the most recent glaciation—the Laurentide —an earlier river flowed through a gorge roughly parallel to the current Grand River. Evidence of the "buried gorge" of the previous river has been found when wells have been drilled. Rather than finding water-bearing bedrock at a depth of a dozen metres or less, the path of

5928-574: The Iroquois or the Petun tribes during their conflicts in the area. An Iroquoian people, they had close trade and cultural relations with other Ontario Iroquoian societies such as the Huron and Petun . The Wyandot , another distinct Iroquoian-speaking nation, who resided northeast of the Grand River valley, had long competed to remain independent of their enemy the Iroquois Confederacy ,

6032-471: The Late Archaic were mobile hunter-gatherers who had not yet developed ceramics . While Late Archaic people in what is now southern Ontario used a variety of projectile point types, one distinct type, the Innes point, was associated with the Grand River drainage basin and took its name from a type site a few kilometres west of Brantford , which sits on the lower Grand River. Due to high water levels at

6136-551: The Six Nations moved north. Remnants of the past confederacy live today throughout New York state, some on federally recognized reservations. In 1784 the British Crown awarded to the Six Nations the " Haldimand Tract ", a tract of land "six miles deep from each side of the river beginning at Lake Erie and extending in that proportion to the [source] of the said river." Much of this land was later sold or otherwise lost to

6240-608: The Six Nations. A portion of this tract near Caledonia, Ontario , is the basis for the 2006 Caledonia land dispute , in which the Six Nations filed a land claim with the government. The Six Nations reserve south of Brantford, Ontario, is what remains of the Haldimand Tract. Throughout the 19th century, many Anglo-Canadian settlements developed along the Grand within former Six Nations territory, including Waterloo , Berlin (now Kitchener ), Cambridge , Paris , Brantford , Caledonia , Dunnville and Port Maitland . After

6344-600: The Swiss heritage of the early Pennsylvania Dutch settlers. The design of the observation deck integrates references to true north , and the Grand River Trail along which the first immigrants travelled to settle the area. For many years, the tower was included in the masthead of The Record . Archival documents regarding the tower's conception, construction, and dedication are stored at the Kitchener Public Library in collections MC.55 and MC.113. The site

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6448-547: The U.S., the directors which are available to vote on are largely selected by either the board as a whole or a nominating committee . Although in 2002 the New York Stock Exchange and the NASDAQ required that nominating committees consist of independent directors as a condition of listing, nomination committees have historically received input from management in their selections even when the CEO does not have

6552-508: The absence of ceramics, it is difficult to date Archaic sites. It is generally believed that sites were occupied seasonally, though there are notable exceptions to this. The archaeologist Chris Ellis argues that in the 1950s and 1960s, there was a tendency for archaeologists in eastern North America to identify sedentarization with progress on a conceptual level. Some sites may have had a number of distinct occupations, occurring in different seasons and for different purposes. Nevertheless, there

6656-519: The area. The city had a German-language newspaper and schools taught German, with 80% of elementary school students enrolled in optional German classes in 1911. The city had a large manufacturing industry, whose products were stamped with "Made in Berlin, Canada". During World War I , increasing anti-German sentiment led to mistrust of people of German heritage. The Berlin School Board terminated

6760-478: The area. The tower was conceived by William Henry Breithaupt, president of the association, who wanted to commemorate the Mennonites who had moved to the area (and also the first farmers of Waterloo Region ), and to heal the wounds of earlier nationalism that led to the city's name change. Breithaupt, according to local historian Rych Mills, "was trying to just re-jig our history a little tiny bit because of all

6864-647: The bank of the Grand River opposite Doon, and Betzner and his wife settled on the west bank of the Grand, on a farm near the village of Blair. The farmsteads built by the next generation of these families still stand, on what is now Pioneer Tower Road in an area often called Doon; the John Betzner and David Schoerg homesteads were erected circa 1830. By the early 20th century, the city of Berlin (now Kitchener) had become known as "the German Capital of Canada" for its many families of German descent living in

6968-404: The board is accountable to, and may be subordinate to, the organization's full membership, which usually elect the members of the board. In a stock corporation , non-executive directors are elected by the shareholders , and the board has ultimate responsibility for the management of the corporation. In nations with codetermination (such as Germany and Sweden), the workers of a corporation elect

7072-454: The board is the supreme governing body of the institution, and its members are sometimes chosen by the board itself. Other names include board of directors and advisors , board of governors , board of managers , board of regents , board of trustees , and board of visitors . It may also be called the executive board . Typical duties of boards of directors include: The legal responsibilities of boards and board members vary with

7176-492: The board of directors have historically played a major role in selecting and nominating the directors who are voted on by the shareholders, in which case more "gray outsider directors" (independent directors with conflicts of interest ) are nominated and elected. In countries with co-determination , a fixed fraction of the board is elected by the corporation's workers. Directors may also leave office by resignation or death. In some legal systems, directors may also be removed by

7280-454: The board rather than try to get involved in management, since each shareholder's power, as well as interest and information is so small. Larger institutional investors also grant the board proxies. The large number of shareholders also makes it hard for them to organize. However, there have been moves recently to try to increase shareholder activism among both institutional investors and individuals with small shareholdings. A contrasting view

7384-440: The board to conduct its business by conference call or other electronic means. They may also specify how a quorum is to be determined. The responsibilities of a board of directors vary depending on the nature and type of business entity and the laws applying to the entity (see types of business entity ). For example, the nature of the business entity may be one that is traded on a public market (public company), not traded on

7488-417: The board who is not otherwise employed by or engaged with the organization, and does not represent any of its stakeholders. A typical example is a director who is president of a firm in a different industry. Outside directors are not employees of the company or affiliated with it in any other way. Outside directors bring outside experience and perspectives to the board. For example, for a company that serves

7592-614: The buried gorge can be found with overburden of dozens of metres. The Laphroaig site ( AgHa-54 ) on the lower Grand River shows evidence of occupation in the latter part of the Early Archaic period . During the Late Archaic period ( c.  4500 RCYBP to c.  2800 RCYBP), water levels in Lake Erie and Lake Ontario were higher due to drainage reasons as the land continued to deglaciate . The people of

7696-415: The chiefs upon leases; which, although legally invalid, the government did not at the time consider it equitable or expedient to cancel." 42°51′19″N 79°34′40″W  /  42.85528°N 79.57778°W  / 42.85528; -79.57778 Board of directors A board of directors is an executive committee that supervises the activities of a business , a nonprofit organization , or

7800-410: The company or organization. Outside directors are often useful in handling disputes between inside directors, or between shareholders and the board. They are thought to be advantageous because they can be objective and present little risk of conflict of interest. On the other hand, they might lack familiarity with the specific issues connected to the organization's governance, and they might not know about

7904-628: The course of attacking and severely crippling the Huron /Wyandot. The Iroquois were seeking to dominate the lucrative fur trade with the Europeans. It was during this warfare that the Iroquois attacked the Jesuit outpost of Sainte-Marie among the Hurons . The Jesuits abandoned the mission after many Wyandot and numerous priests were killed here. To survive, remnants of The Neutral tribe migrated in 1667 to La Prairie ( Caughnawaga or Kahnawake ),

8008-436: The director has a right to receive special notice of any resolution to remove them; the company must often supply a copy of the proposal to the director, who is usually entitled to be heard by the meeting. The director may require the company to circulate any representations that they wish to make. Furthermore, the director's contract of service will usually entitle them to compensation if they are removed, and may often include

8112-487: The director is also a chairperson of a committee, a per-meeting-attended fee of $ 2,000 for meetings attended in person, a $ 500 fee for each meeting attended via telephone, in addition to stock options and retirement benefits. Academic research has identified different types of board directors. Their characteristics and experiences shape their role and performance. For instance, directors with multiple mandates are often referred to as busy directors. Their monitoring performance

8216-478: The division of powers between the board and the shareholders in general meaning depended on the construction of the articles of association and that, where the powers of management were vested in the board, the general meeting could not interfere with their lawful exercise. The articles were held to constitute a contract by which the members had agreed that "the directors and the directors alone shall manage." The new approach did not secure immediate approval, but it

8320-530: The east coast of England. The anglicized form of the French name has remained in common use. The Ojibwe name for Grand River is Owaashtanong-ziibi . A. Jones, the General Surveyor of Upper Canada reported the name of the river among the Mississaugas to be ' O-es-shin-ne-gun-ing' , and he wrote "the one that washes the timber down and carries away the grass and the weeds" as the meaning of

8424-465: The frontier of the Mohawk Valley had resulted in massacres and atrocities on both sides, aggravating anti-Iroquois feelings among the colonists. Without consultation or giving the Iroquois a place in negotiations, the British ceded their land in New York to the new United States. The Iroquois were unwelcome in the newly created nation. After the war, Six Nations leader Joseph Brant appealed to

8528-412: The general body of shareholders can control the exercise of powers by the articles in the directors is by altering the articles, or, if opportunity arises under the articles, by refusing to re-elect the directors of whose actions they disapprove. They cannot themselves usurp the powers which by the articles are vested in the directors any more than the directors can usurp the powers vested by the articles in

8632-483: The general body of shareholders. It has been remarked that this development in the law was somewhat surprising at the time, as the relevant provisions in Table A (as it was then) seemed to contradict this approach rather than to endorse it. In most legal systems, the appointment and removal of directors is voted upon by the shareholders in general meeting or through a proxy statement . For publicly traded companies in

8736-411: The general membership retains full power and the board can only make recommendations. The setup of a board of directors vary widely across organizations and may include provisions that are applicable to corporations, in which the "shareholders" are the members of the organization. A difference may be that the membership elects the officers of the organization, such as the president and the secretary, and

8840-426: The hands of one person. There is a strong parallel here with the structure of government, which tends to separate the political cabinet from the management civil service . In the United States, the board of directors (elected by the shareholders) is often equivalent to the supervisory board, while the executive board may often be known as the executive committee (operating committee or executive council), composed of

8944-446: The industry or sector in which the organization is operating. Individual directors often serve on more than one board. This practice results in an interlocking directorate , where a relatively small number of individuals have significant influence over many important entities. This situation can have important corporate, social, economic, and legal consequences, and has been the subject of significant research. The process for running

9048-432: The members elect the president of the organization and the president becomes the board chair, unless the by-laws say otherwise. The directors of an organization are the persons who are members of its board. Several specific terms categorize directors by the presence or absence of their other relationships to the organization. Corporations often appoint a former senior executive and ex-board member as honorary president ,

9152-688: The name of Grande Riviere to Ouse, after a river in England and the Thomas Ridout map of 1821 shows "Grand R or Ouse". Simcoe failed because the name Grand River had been in common usage for some time by then. Apart from large numbers of Tuscarora and Oneida , who mainly allied with the American colonists, the other four nations of the Iroquois Confederacy sided with the British during the American War of Independence . Warfare throughout

9256-462: The name. The Grand River watershed consists of all the land that drains into the Grand River through tributary creeks and rivers such as the Conestogo , Speed , Eramosa , Irvine and Nith rivers. The Grand River has Southern Ontario's largest watershed. Because the watershed is an ecosystem with natural borders, it includes and crosses many municipal boundaries and can be considered

9360-463: The nature of the organization, and between jurisdictions. For companies with shares publicly listed for negotiation , these responsibilities are typically much more rigorous and complex than for those of other types. Typically, the board chooses one of its members to be the chairman (often now called the "chair" or "chairperson"), who holds whatever title is specified in the by-laws or articles of association . However, in membership organizations,

9464-430: The officers become members of the board in addition to the directors and retain those duties on the board. The directors may also be classified as officers in this situation. There may also be ex-officio members of the board, or persons who are members due to another position that they hold. These ex-officio members have all the same rights as the other board members. Members of the board may be removed before their term

9568-591: The people now known as the Seneca in Oklahoma. After the desolation of the Neutral tribe, the Iroquois Confederacy used the Grand River Valley as a hunting ground and trapping territory. Though the Six Nations (by then including the Tuscarora ) held the territory by right of conquest, they did not settle it, apart from a limited presence on the northern and western shores of Lake Ontario . When

9672-457: The powers of the board are vested in the board as a whole, and not in the individual directors. However, in instances an individual director may still bind the company by their acts by virtue of their ostensible authority (see also: the rule in Turquand's Case ). Because directors exercise control and management over the organization, but organizations are (in theory) run for the benefit of

9776-527: The prize Grand River Valley. The 1846 Gazetteer relates the history of the First Nations of the area as follows: "In 1784, Sir F. Haldimand ... granted to the Six Nations and their heirs for ever, a tract of land on the Ouse, or Grand River, six miles in depth on each side of the river, beginning at Lake Erie, and extending to the head of the river. This grant was confirmed, and its conditions defined, by

9880-528: The secretive nature of the way most companies run their boards, however some standardization is beginning to develop. Some who are pushing for this standardization in the US are the National Association of Corporate Directors , McKinsey and The Board Group. A board of directors conducts its meetings according to the rules and procedures contained in its governing documents. These procedures may allow

9984-468: The shareholders are normally the same people, and thus there is no real division of power. In large public companies , the board tends to exercise more of a supervisory role, and individual responsibility and management tends to be delegated downward to individual professional executives (such as a finance director or a marketing director) who deal with particular areas of the company's affairs. Another feature of boards of directors in large public companies

10088-572: The start of the Late Archaic, sites which are today located inland up the river may once have been true shoreline sites, similarly to the phenomenon of site stratification observed on Lake Huron. This phenomenon is also observable in reference to Lake Erie. For example, the Canada Century site (located on the Welland River ) lies 17 kilometres (11 mi) north of the Lake Erie shore, but may once have been significantly closer. Due to

10192-616: The teaching of German in its schools, and in 1916, the Berlin Board of Trade suggested the city be renamed. It cited a negative effect of the city's name on business, and that making such a change would symbolize the patriotism of its residents. Despite objections to the proposal, a referendum was scheduled for May 1916. Supporters of the name change had taken several actions to ensure its success, including having opponents declared aliens , and intimidation tactics to prevent organization of an opposition movement, to deter them from casting

10296-655: The troubles we went through in World War One." A group petitioned the council of the County of Wellington to build the tower. The Memorial Association purchased a 1.17 acres (4,700 m) parcel of land that had been part of the Betzner property from Isaac Furtney in January 1924, and construction began in May 1925. Its architect was William A. Langton of Toronto . The cost of $ 4,500 (equivalent to $ 63,495 in 2016)

10400-697: Was acquired by the Historic Sites Branch of the Department of the Interior in 1939, owing to the Waterloo Historical Society lacking the reserve funds to finance its maintenance. It is now owned by Parks Canada , and managed by the Woodside National Historic Site . The site is open to the public, but since 2008 the tower is opened only by request. Grand River (Ontario) The Grand River , formerly known as

10504-526: Was designated as a building of historical importance in 1989 and is a Classified Federal Heritage Building that "commemorates the arrival of the Pennsylvania-German pioneers to the Waterloo region between 1800 and 1803". In the late 1700s and early 1800s, numerous Pennsylvania Dutch immigrated from New York and Pennsylvania to Ontario . They settled in several areas, particularly in what

10608-561: Was endorsed by the House of Lords in Quin & Axtens v Salmon [1909] AC 442 and has since received general acceptance. Under English law, successive versions of Table A have reinforced the norm that, unless the directors are acting contrary to the law or the provisions of the Articles, the powers of conducting the management and affairs of the company are vested in them. The modern doctrine

10712-518: Was expressed in John Shaw & Sons (Salford) Ltd v Shaw [1935] 2 KB 113 by Greer LJ as follows: A company is an entity distinct alike from its shareholders and its directors. Some of its powers may, according to its articles, be exercised by directors, certain other powers may be reserved for the shareholders in general meeting. If powers of management are vested in the directors, they and they alone can exercise these powers. The only way in which

10816-527: Was funded via subscription . The tower commemorates the settlement by the Pennsylvania Dutch (actually Pennsilfaanisch Deitsch or German ) of the Grand River area in what later became Waterloo County, Ontario . It was dedicated on 23 August 1926. The tower was built on a site once cleared by Betzner's son near what is now the Doon neighbourhood of Kitchener. It stands on a ridge overlooking

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