GOVERNANCE GAMEPLAN
This group of individuals or individual are/is ultimately responsible to manage the business affairs of a corporation.
Board of Directors (which an be one person)
This is the status that means a contract review request has been accepted and is being processed.
"In Progress"
This is what the Legal Department provides to the Contract Owner once the review process is completed.
Final Execution Copy
Note: The final execution copy should include all exhibits, schedules, and applicable annexes?
This person or entity is designated to receive legal documents (i.e., SOP, Subpoenas, Court Orders, Garnishments, State notices) on behalf of a corporation or LLC.
Registered Agent.
Note: Lactalis' registered agent is Corporation Service Company (CSC).
This person reviews the request, corrects any inaccurate details, and reassigns it to the appropriate Person In Charge upon receiving a notification from Openlaw.
Who is Contract Intake Person?
Note: Kristina is the contract intake person for all US and US/Canada contracts that are submitted.
This person is responsible for reviewing renewable energy contracts received from Procurement, regardless of the division involved.
Brianna
This document allows the board to take a corporate action without holding a meeting.
Unanimous Written Consent
These are locations where the Person in Charge should store contract drafts and final execution copies.
Legal SharePoint and Galexy Contract File
This provision/document should be included in all supply contracts to ensure the success and reputation of the Company is build upon sound ethical principles.
Supplier Code of Conduct
Note: The Supplier Code of Conduct is posted on the Lactalis's divisional websites.
A registered agent must have this type of address in each state where it is registered to do business.
Physical street address.
Example:
DE: Corporation Service Company 251 Little Falls Drive, Wilmington, DE 19808
NY: Corporation Service Company 80 State Street, Albany, NY 12207
Note: This is not a P.O. Box. This requirement ensures the agent is available during regular business hours to receive legal documents such as lawsuits, subpoenas, and government notices on behalf of the entity.
This function in OpenLaw replaces Outlook email, and Teams Chat.
"Messages"
Note: We should encourage all OpenLaw users to utilized "Messages" when following up or asking questions about a contract. This keeps record of correspondence in one place.
These two individuals may review contracts received from the LUSA CSR team, at their discretion.
Connie and Andrew
Name two (2) of the twelve (12) Corporate Actions that require board approval under our newly Amended and Restated By-Laws/Operating Agreements
(1) Corporate Structure Changes; (2) Equity and Securities; (3) Significant Financial Transactions; (4) Corporate Transactions; (5) Real Estate; (6) Asset Transfers; (7) Subsidiary Changes; (8) Bankruptcy or Insolvency; (9) Dividends/Distributions; (10) Corporate Officers; (11) Related Party Transaction; (12) Long-Term Agreements
These are the three ways you may be notified of actions taken on Contract Request Files or Galexy Contract Files.
Email notifications, the calendar widget, and the blue bell icon.
Employees must submit all contracts, including amendments and addendums, to the Legal Department for review, except in these limited circumstances.
(1) purchase orders using unmodified standard Terms and Conditions, and (2) initial drafts based on unmodified Legal-approved templates, with prior Legal notification