Board of Directors Actions Clause Samples

The 'Board of Directors Actions' clause defines how decisions are made and actions are authorized by a company's board of directors. It typically outlines the procedures for calling meetings, establishing a quorum, voting requirements, and the process for adopting resolutions or taking action without a meeting. For example, it may specify that a majority vote is needed to approve major corporate decisions or that written consent can substitute for a formal meeting. This clause ensures that the board operates in an organized and legally compliant manner, providing clarity and structure to the governance of the company.
Board of Directors Actions. The PSERN Operator, through its Board of Directors, shall have all powers allowed by law for interlocal agencies created under RCW 39.34.030 and chapter 24.06 RCW, as they now exist or may hereafter be amended, and as authorized, amended, or removed by the Board of Directors, as provided for in this Agreement, and including but not limited to the following: a. Amend this Agreement, subject to Section 15.13; b. Establish committees and advisory groups to perform activities related to the PSERN System; c. Adopt and amend budgets and approve expenditures; d. Adopt and amend policies and bylaws for the administration and regulation of the PSERN Operator; e. Adopt and amend purchasing and contracting policies consistent with state law; f. Direct and supervise the activities of the Operating Board; g. Direct the activities of the Executive Director; h. If the Board determines that the Executive Director will be directly hired as an employee of the PSERN Operator, then the Board shall hire, set the compensation for, and be authorized to terminate the employment of the Executive Director. i. If the Board determines that the Executive Director will be a contracted employee from another governmental agency, the Board will contract for an “at will” employee approved by the Board and who may be terminated from the position by a unanimous vote by the Board.
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Board of Directors Actions. The board of directors of Gothic has by requisite vote of all directors present: (a) determined that the Merger is advisable; (b) approved the Merger in accordance with the provisions of Section 1081 of the OGCA and the transactions contemplated by this Agreement; and (c) recommended the approval of this Agreement and the Merger by the holders of Gothic Common Stock and directed that the Merger be submitted for consideration by the holders of Gothic Common Stock and Gothic Preferred Stock at a meeting of such stockholders contemplated by paragraph 5.5 hereof.
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Related to Board of Directors Actions

  • Board of Directors The Board of Directors of the Company is comprised of the persons set forth under the heading of the Pricing Prospectus and the Prospectus captioned “Management.” The qualifications of the persons serving as board members and the overall composition of the board comply with the Exchange Act, the Exchange Act Regulations, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002 and the rules promulgated thereunder (the “▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act”) applicable to the Company and the listing rules of the Exchange. At least one member of the Audit Committee of the Board of Directors of the Company qualifies as an “audit committee financial expert,” as such term is defined under Regulation S-K and the listing rules of the Exchange. In addition, at least a majority of the persons serving on the Board of Directors qualify as “independent,” as defined under the listing rules of the Exchange.

  • Board of Directors Meetings The Company shall use its best efforts to ensure that meetings of its Board of Directors are held at least four times each year and at least once each quarter.