Distributions & Reports
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Unless otherwise determined by the Board of Directors (the "Board"), the Nominating Committee (the "Committee") of General American Investors Company, Inc. (the "Company") shall be comprised of all of the directors of the Company who are not "interested persons" of the Company, as defined in Section 2(a)19 of the Investment Company Act of 1940, as amended (the "1940 Act").
The Committee shall have the purpose and responsibilities to:
The Board shall designate one member of the Committee as its chairperson. The Committee shall meet at least once a year at a time and place determined by the Committee chairperson, with further meetings to occur, or actions to be taken by unanimous written consent, when deemed necessary or desirable by the Committee or its chairperson. Members of the Committee may participate in a meeting of the Committee by means of conference call or similar communications equipment by means of which all persons participating in the meeting can hear each other.
The Committee may, in its discretion, delegate all or a portion of its duties and responsibilities to a subcommittee of the Committee.
The Committee shall have the resources and authority appropriate to discharge its duties and responsibilities, including the authority to select, retain, terminate, and approve the fees and other retention terms of special counsel or other experts or consultants, as it deems appropriate, without seeking approval of the Board or management. With respect to consultants or search firms used to identify director candidates, this authority shall be vested solely in the Committee.