Classes and Voting Clause Samples

The "Classes and Voting" clause defines how voting rights are distributed among different classes of stakeholders or shares within an organization. It typically outlines which classes are entitled to vote on specific matters, the number of votes each class or holder receives, and any special voting procedures or thresholds required for certain decisions. For example, preferred shareholders might have voting rights only on issues affecting their class, while common shareholders vote on general corporate matters. This clause ensures clarity and fairness in decision-making processes by specifying who has a say in various corporate actions, thereby preventing disputes and confusion over voting entitlements.
Classes and Voting. Unless the Articles state to the contrary or as provided by this Operating Agreement, or any amendment hereto, there shall be one class of Members. The Board of Managers may establish additional classes or groups of one or more Members.
View SourceView Similar (17)
Classes and Voting. Unless the Articles state to the contrary or as provided by this Operating Agreement, or any amendment hereto, there shall be four classes of Members. There shall be Class A Members, Class B Members, Class C Members, and Class D Members. The Board of Managers may establish additional classes or groups of one or more Members.
View SourceView Similar (7)
Classes and Voting. All Members of the Company are of the same class and all votes shall require a majority vote except as otherwise provided in this Operating Agreement; however, nothing herein shall preclude the establishment of different membership classifications upon a unanimous vote of the membership units, except as otherwise provided in Article III, Section 2.
View Source
Classes and Voting. (a) The Interests as of the date hereof are held as set forth in Schedule A attached hereto. (b) Members shall not be liable for the debts, obligations or liabilities of the Company, including any such debts, obligations or liabilities arising under a judgment decree or order of a court. (c) Except as otherwise contemplated by Section 8.2 hereof, CEP and ASE (together the "Voting Members") shall each be entitled to one vote upon all matters upon which Members have the right to vote, regardless of the respective Interests, held by the Members. None of Simon, Chef, Covino or the Be▇▇▇▇▇ shall be entitled to any vote. Whenever Percentage Interests may be voted by any Members including, without limitation, pursuant to Section 12.1 hereof, solely for the purposes of determining the Percentage Interests voting in the event of the death of Simon, ASE shall be deemed to have the right in all respects to vote all of the Percentage Interests which the Permitted Transferees of Simon then own (and accordingly, solely for the purposes of determining such voting, such Permitted Transferees shall be the equivalent of Members).
View Source
Classes and Voting. Unless the Articles state to the contrary or as provided by this Agreement, or any amendment hereto, there shall be three (3) classes of Members: Class A Members, Class B Members and Class C Members. The Board of Managers may establish additional classes or groups of one or more Members.
View Source

Related to Classes and Voting

  • Allocation of Voting Rights As provided in Section 11.09 of the Series Supplement.

  • Dividend and Voting Rights The Charitable Trustee shall have all voting rights and rights to dividends or other distributions with respect to Equity Shares held in the Charitable Trust, which rights shall be exercised for the exclusive benefit of the Charitable Beneficiary. Any dividend or other distribution paid prior to the discovery by the Trust that Equity Shares have been deemed transferred to the Charitable Trustee shall be paid by such Prohibited Owner with respect to such Equity Shares to the Charitable Trustee upon demand and any dividend or other distribution declared but unpaid shall be paid by the Trust when due to the Charitable Trustee. Any dividends or distributions so paid over to the Charitable Trustee shall be held in trust for the Charitable Beneficiary. The Prohibited Owner shall have no voting rights with respect to shares held in the Charitable Trust and effective as of the date that Equity Shares have been deemed transferred to the Charitable Trustee, the Charitable Trustee shall have the authority (at the Charitable Trustee's sole discretion) (i) to rescind as void any vote cast by a Prohibited Owner prior to the discovery by the Trust that Equity Shares have been deemed transferred to the Charitable Trustee and (ii) to recast such vote in accordance with the desires of the Charitable Trustee acting for the benefit of the Charitable Beneficiary; provided, however, that if the Trust has already taken irreversible trust action, then the Charitable Trustee shall not have the authority to rescind and recast such vote. Notwithstanding the provisions of this Article V, until the Trust has received notification that Equity Shares have been deemed transferred into a Charitable Trust, the Trust shall be entitled to rely on its share transfer and other shareholder records for purposes of preparing lists of shareholders entitled to vote at meetings, determining the validity and authority of proxies and otherwise conducting votes of shareholders.

  • Termination of Voting Rights All of the rights of a Beneficiary with respect to the Beneficiary Votes exercisable in respect of the Exchangeable Shares held by such Beneficiary, including the right to instruct Trustee as to the voting of or to vote personally such Beneficiary Votes, shall be deemed to be surrendered by the Beneficiary to Parent, and such Beneficiary Votes and the Voting Rights represented thereby shall cease immediately upon the delivery by such holder to Trustee of the certificates representing such Exchangeable Shares in connection with the exercise by the Beneficiary of the Exchange Right or the occurrence of the automatic exchange of Exchangeable Shares for Parent Common Shares, as specified in Article 5 (unless, in either case, Parent shall not have delivered the requisite Parent Common Shares issuable in exchange for the Exchangeable Shares to Trustee for delivery to the Beneficiaries), or upon the redemption of Exchangeable Shares pursuant to Article 6 or 7 of the Exchangeable Share Provisions, or upon the effective date of the liquidation, dissolution or winding-up of ExchangeCo pursuant to Article 5 of the Exchangeable Share Provisions, or upon the purchase of Exchangeable Shares from the holder thereof by ExchangeCo pursuant to the exercise by ExchangeCo of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right.

  • Voting Rights of Members The Members shall have voting rights as defined by the Membership Voting Interest of such Member and in accordance with the provisions of this Agreement. Members do not have a right to cumulate their votes for any matter entitled to a vote of the Members, including election of Directors.

  • Classes The officers of the Company shall be a President, a Secretary, a Treasurer, and, if deemed necessary, expedient, or desirable by the Board of Managers, an Executive Vice President, one or more Senior Vice Presidents, one or more other Vice Presidents, one or more Assistant Treasurers, one or more Assistant Secretaries, and such other officers as may be elected or appointed in accordance with the provisions of this article. Additional officers and duties may be added by amendments to this article by the Members.