Class Vote Clause Samples
A Class Vote clause defines the requirement for obtaining approval from a specific class or group of stakeholders, such as shareholders or creditors, before certain actions can be taken. Typically, this clause outlines which matters require a separate vote by each class, the threshold needed for approval (such as a majority or supermajority), and the process for conducting the vote. Its core practical function is to protect the interests of distinct groups within an organization by ensuring that significant decisions affecting them cannot be made without their explicit consent.
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Class Vote. The undersigned, a holder of a Class 5 NRG ▇▇▇▇▇ Secured Revolver Recourse Claim, an NRG Unsecured Revolver Claim and/or an NRG Letter of Credit Claim (each, a “Credit Facility Claim”) against NRG in the amount set forth below, votes to (check one box; if you fail to check one of the boxes below, but the ballot is otherwise properly completed and returned your ballot will not be counted): o Accept the Plan o Reject the Plan. NRG Unsecured Revolver: $ NRG Letter of Credit Facility: $ NRG ▇▇▇▇▇ Secured Revolver: $ (Insert full amount of NRG ▇▇▇▇▇ Secured Revolver Claim for purposes of this ballot. Innisfree will determine in consultation with the relevant agent the amount of your NRG ▇▇▇▇▇ Secured Revolver Recourse Claim)
Class Vote. In the event that there is a proposal for any action which requires the approval of the holders of shares of Splitco Series B Stock, voting as a separate class, other than the election of, removal of or the filling of a vacancy with respect to Series B Directors, ▇▇▇▇▇▇ will, with respect to such class vote, vote all Covered Series B Shares entitled to vote thereon as instructed by ▇▇▇▇▇▇ (on behalf of the ▇▇▇▇▇▇ Group) or, to the extent such matter is also an Excluded Matter (1) referred to in clause (x) of the definition thereof, voting of the Covered Series B Shares on such Excluded Matter will remain with the ▇▇▇▇▇▇ Group and (2) referred to in clause (y) of the definition thereof, voting of the Covered Series B Shares on such Excluded Matter will remain with ▇▇▇▇▇▇ or in the event of his Temporary Disability, ▇▇▇. ▇▇▇▇▇▇; provided, that to the extent such proposed action (i) would result in the decrease in the voting power of a share of Splitco Series B Stock as compared to a share of Splitco Series A Stock (including, for example, as a result of (x) a decrease in the number of votes per share attributable to the Splitco Series B Stock or (y) any required conversion of Splitco Series B Stock into Splitco Series A Stock) or (ii) would change the process, or any other term, related to the election of, removal of, filling of a vacancy with respect to or voting power of Series B Directors, ▇▇▇▇▇▇ will, with respect to such class vote, vote all such Covered Series B Shares entitled to vote thereon against such proposal.
Class Vote. The undersigned, a holder of a Class 5 NRG Unsecured Claim against NRG in the amount set forth in Item 1, votes to (check one box; if you fail to check one of the boxes below, but the ballot is otherwise properly completed and returned your ballot will not be counted): o Accept the Plan. o Reject the Plan.
Class Vote. At any time when shares of Series B Preferred Stock are outstanding, without the approval of the holders representing at least a majority of the shares of Series B Preferred Stock then outstanding, given in writing or by vote at a meeting, consenting or voting (as the case may be) separately as a class, the Corporation shall not amend or repeal any provision of, or add any provision to, this Amended and Restated Certificate of Incorporation if such action would alter, change or affect adversely the rights, preferences, privileges or powers of, or the restrictions provided for the benefit of, the Series B Preferred Stock.
Class Vote. The Corporation shall not, without first obtaining the approval (by vote or written consent, as provided by law) of the holders of at least (1) a majority of the then outstanding shares of Preferred Stock, voting together as a single class, (2) two-thirds (66 2/3%) of the then outstanding Series C Preferred Stock, voting as a separate series, and (3) two-thirds (66 2/3%) of the then outstanding Series D Preferred Stock, voting as a separate series, authorize or effect the winding up or cessation of business of the Corporation.
Class Vote. The undersigned, a holder of a Class 5 NRG Unsecured Claim (other than in the capacity of a Noteholder or a holder of an NRG Unsecured Revolver Claim, an NRG ▇▇▇▇▇ Secured Revolver Recourse Claim, and/or an NRG Letter of Credit Claim each a “Credit Facility Claim”) against NRG in the amount set forth below, votes to (check one box; if you fail to check one of the boxes below, but the ballot is otherwise properly completed and returned your ballot will not be counted: o Accept the Plan. o Reject the Plan. Voting Amount: $ __________
Class Vote. The Members constituting the holders of the Common Units, voting as a separate class, shall at all times have the right as a separate class to vote on the following matters:
A. To vote on the matters set forth in Section 6.2(b) (voting on certain mergers and consolidations and voting on dissolution of the Company); and
B. Except where an action may be taken by the Board of Managers alone, to amend, modify or supplement this Agreement, as set forth in Section 12.4(i) and (iii).
Class Vote. Notwithstanding Section 2(a) above, the affirmative consent of the holders of at least two-thirds (2/3) of the shares of Series F Stock outstanding, voting together as a single voting group, shall be necessary for authorizing, effecting or validating any of the following:
(i) any amendment to the terms of the Series F Stock that materially adversely alters the rights, preferences and privileges of the Series F Stock; and
(ii) all matters required by law to be approved by the holders of Series F Stock voting together as a separate voting group.