Common use of Actions Requiring Board Approval Clause in Contracts

Actions Requiring Board Approval. From the Effective Time until the earlier of (x) the third (3rd) anniversary of the Effective Time or (y) the first such time that the Eros Founder Group ceases to beneficially own 50% of its Effective Time Equity, the following actions by the Company or any of its Subsidiaries shall require the approval of the majority of the Board, including at least one (1) Eros Nominee that is not an Independent Director: (i) Entering into or effecting a Change in Control. (ii) Initiating a voluntary liquidation, dissolution, receivership, bankruptcy or other insolvency proceeding involving the Company or any Subsidiary of that Company that is a “significant subsidiary” as defined in Rule 1-02 of Regulation S-X under the Exchange Act. (iii) Making any material change in the nature of the business conducted by the Company and its Subsidiaries. (iv) Hiring or terminating the chief executive officer, chief financial officer or president (including any co-president) of the Company. (v) Adopting the annual business plan (including operating budget) of the Company and its Subsidiaries.