Action Taken Without a Meeting Clause Samples

The "Action Taken Without a Meeting" clause allows a board of directors or other governing body to make official decisions without convening a formal meeting. Typically, this is accomplished by obtaining written consent or approval from all members, either in physical form or electronically, to authorize actions such as approving contracts or making policy changes. This clause streamlines decision-making processes, enabling organizations to act quickly and efficiently when convening a meeting is impractical or unnecessary.
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Action Taken Without a Meeting. The directors shall have the right to take any action in the absence of a meeting which they could take at a meeting by obtaining the written approval of all the directors. Any action so approved shall have the same effect as though taken at a meeting of the directors.
Action Taken Without a Meeting. Except as otherwise provided by these Bylaws, action required or permitted by law to be taken at a meeting of the Board of Directors, or at a meeting of a committee of the Board of Directors, may be taken without a meeting if the action is taken by all members of the Board of Directors. The action will be evidenced by one or more written consents describing the action taken, signed by each director and included in the minutes or filed with the corporate records reflecting the action taken. Action taken under this Section 3.11 is effective when the last director signs the consent, unless the consent specifies an earlier or later effective date. A consent signed under this Section 3.11 has the effect of a meeting vote and may be described as such in any document.
Action Taken Without a Meeting. (a) Any action required or permitted to be taken at a meeting of the shareholders may be taken without a meeting if a written consent thereto is signed by the holders of the voting power of the Corporation that would be required at a meeting to constitute the act of the shareholders. Any action required or permitted to be taken by the holders of any class or series of shares of the Corporation may be taken without a meeting if a written consent thereto is signed by the holders of a majority of the outstanding shares of such class or series, except that if a different proportion of voting power is required for such an action, then the written consent of the holders of that portion of the outstanding shares of such class or series shall be required. Whenever action is taken by written consent, a meeting of shareholders need not be called or notice given. The written consent may be signed in counterparts and must be filed with the minutes of the proceedings of the shareholders. (b) The board of directors may determine the record date of the written consent for the purpose of determining the shareholders entitled to deliver a consent, which date shall be no more than sixty (60) days prior to the date of the first written consent executed. If the board does not set a record date, it shall be the date of receipt by the Corporation of the first written consent. (c) A written consent is not valid unless it is: (i) Signed by the shareholder; (ii) Dated, as to the date of the shareholder's signature; (iii) Delivered to the Corporation, in the manner prescribed herein, within sixty (60) days after the earliest date that the first shareholder signed and delivered the written consent. Delivery of a written consent may be made personally, by certified or registered mail, return receipt requested, by any receipted delivery service or by facsimile transmission to the Corporation's principal place of business. Any certificate required to be filed with the Secretary of State of the State of Nevada must state that the written consent has been effected in accordance with the provisions of the laws of the State of Nevada.
Action Taken Without a Meeting. Any action required or permitted to be taken at any meeting of Members may be taken by written consent of the holders of a majority of the Shares entitled to vote on such action, without any prior notice of such action to the other Members.

Related to Action Taken Without a Meeting

  • Action Without a Meeting On any matter that is to be voted on, consented to or approved by Members, the Members may take such action without a meeting, without prior notice and without a vote if a consent or consents in writing, setting forth the action so taken, shall be approved by the Members having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all Members entitled to vote thereon were present and voted.

  • Action Without Meeting Any action required or permitted to be taken at a Board meeting may be taken without a meeting, without prior notice and without a vote if a consent or consents in writing, setting forth the action so taken, shall be signed by the directors having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all directors entitled to vote thereon were present and voted.

  • Action by Members Without a Meeting Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by all Members and delivered to the Secretary or any Assistant Secretary of the Company for inclusion in the minutes or for filing with the Company records. Action taken under this Section is effective when all Members have signed the consent, unless the consent specifies a different effective date.

  • Shareholder Action by Written Consent without a Meeting Any action which may be taken at any meeting of Shareholders may be taken without a meeting and without prior notice if a consent in writing setting forth the action so taken is signed by the holders of Shares having not less than the minimum number of votes that would be necessary to authorize or take that action at a meeting at which all Shares entitled to vote on that action were present and voted. All such consents shall be filed with the secretary of the Trust and shall be maintained in the Trust’s records. Any Shareholder giving a written consent or the Shareholder’s proxy holders or a transferee of the Shares or a personal representative of the Shareholder or its respective proxy-holder may revoke the consent by a writing received by the secretary of the Trust before written consents of the number of Shares required to authorize the proposed action have been filed with the secretary. If the consents of all Shareholders entitled to vote have not been solicited in writing and if the unanimous written consent of all such Shareholders shall not have been received, the secretary shall give prompt notice of the action taken without a meeting to such Shareholders. This notice shall be given in the manner specified in the By-Laws.

  • Trustee Action by Written Consent Without a Meeting To the extent not inconsistent with the provisions of the 1940 Act, any action that may be taken at any meeting of the Board of Trustees or any committee thereof may be taken without a meeting and without prior written notice if a consent or consents in writing setting forth the action so taken is signed by the Trustees having not less than the minimum number of votes that would be necessary to authorize or take that action at a meeting at which all Trustees on the Board of Trustees or any committee thereof, as the case may be, were present and voted. Written consents of the Trustees may be executed in one or more counterparts. A consent transmitted by electronic transmission (as defined in Section 3806 of the DSTA) by a Trustee shall be deemed to be written and signed for purposes of this Section. All such consents shall be filed with the secretary of the Trust and shall be maintained in the Trust’s records.