Meetings and Actions of the Board Clause Samples

Meetings and Actions of the Board. The Board may meet upon 72 hours' notice from the Chairman, or from two Managers. Notice shall be valid if given by telephone, or in writing, by cable, telex or facsimile transmission. A Manager shall be presumed to have received proper notice if he or she is present or represented at a meeting. A Manager may also waive any right of complaint for lack of notice or any irregularity in the notice, before or after a meeting which he or she did not attend. The meetings of the Board shall be held in the place indicated in the notice. Meetings shall be chaired by the Chairman of the Board, or in his or her absence, by a Manager designated by the Board. The chairman of the meeting may appoint a secretary of the meeting, who need not be a Manager. Any Manager prevented from attending a meeting may authorize another Manager to represent him or her at the said meeting, such proxy to be given by telephone, or in writing, by cable, telex, telephone or facsimile transmission. A Manager may represent more than one of his or her fellow Managers and may cast, in addition to his or her own vote, as many votes as he or she has proxies. The Board of Managers may deliberate and take action only if at least one half of its A Managers and one half of its B Managers are present or represented. Every decision of the Board shall be made by a majority of the Managers present or represented and in the event of one or more abstentions, by a majority of the other Managers. In the case of a tie, the issue shall be referred to the Members for decision. The decisions of the Board shall be recorded in minutes signed by the Chairman and the secretary of the meeting and by those Managers who express a wish to do so. These minutes shall be kept in a minute book. Proxies given for the meeting shall be annexed to the minutes of such meeting.
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Meetings and Actions of the Board. The Board shall meet and take action as follows:
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Meetings and Actions of the Board. (a) Meetings of the Board shall be held in accordance with the bylaws and at such locations as VPC shall designate. (b) A simple majority of the Board shall constitute a quorum for the transaction of any business of the Corporation at meetings of the Board. (c) The affirmative vote of a simple majority of the Directors present at a meeting at which a quorum is present, or acting by written consent without a meeting, shall be sufficient to effect Board action with respect to any matter; provided however, that no action of the Board shall be taken without the affirmative vote or consent of at least two of VPC's Nominees.
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Meetings and Actions of the Board 
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Related to Meetings and Actions of the Board

  • Determinations and Actions by the Board of Directors The Board of Directors of the Company shall have the exclusive power and authority to administer this Agreement and to exercise the rights and powers specifically granted to the Board of Directors of the Company or to the Company, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (i) interpret the provisions of this Agreement and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including, without limitation, a determination to redeem or not redeem the Rights or to amend this Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, all omissions with respect to the foregoing) that are done or made by the Board of Directors of the Company in good faith, shall (x) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights, as such, and all other parties, and (y) not subject the Board of Directors to any liability to the holders of the Rights.

  • Determinations and Actions by the Board of Directors, etc For all purposes of this Agreement, any calculation of the number of Common Shares outstanding at any particular time, including for purposes of determining the particular percentage of such outstanding Common Shares of which any Person is the Beneficial Owner, shall be made in accordance with the last sentence of Rule 13d-3(d)(1)(i) of the General Rules and Regulations under the Exchange Act. The Board of Directors of the Company shall have the exclusive power and authority to administer this Agreement and to exercise all rights and powers specifically granted to the Board, or the Company, or as may be necessary or advisable in the administration of this Agreement, including, without limitation, the right and power to (i) interpret the provisions of this Agreement and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including a determination to redeem or not redeem the Rights or to amend the Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, all omissions with respect to the foregoing) which are done or made by the Board in good faith, shall (x) be final, conclusive and binding on the Company, the Rights Agent, the holders of the Rights Certificates and all other parties and (y) not subject the Board to any liability to the holders of the Rights.

  • Determination and Actions by the Board of Directors, etc For all purposes of this Agreement, any calculation of the number of Common Shares outstanding at any particular time, including for purposes of determining the particular percentage of such outstanding Common Shares or any other securities of which any Person is the Beneficial Owner, shall be made in accordance with the last sentence of Rule 13d-3(d)(1)(i) of the General Rules and Regulations under the Exchange Act as in effect on the date of this Agreement. The Board of Directors of the Company shall have the exclusive power and authority to administer this Agreement and to exercise all rights and powers specifically granted to the Board, or the Company, or as may be necessary or advisable in the administration of this Agreement, including without limitation, the right and power to (i) interpret the provisions of this Agreement, and (ii) make all determinations deemed necessary or advisable for the administration of this Agreement (including a determination to redeem or not redeem the Rights or to amend the Agreement). All such actions, calculations, interpretations and determinations (including, for purposes of clause (y) below, all omissions with respect to the foregoing) which are done or made by the Board in good faith, shall (x) be final, conclusive and binding on the Rights Agent and the holders of the Rights, and (y) not subject the Board to any liability to the holders of the Rights.

  • Meetings of the Committee a) The Committee shall meet at the request of one of the central parties.

  • Meetings of the Board of Directors The Corporation shall call, and use its best efforts to have, regular meetings of the Board not less often than quarterly. The Corporation shall promptly pay all reasonable and appropriately documented travel expenses and other out-of-pocket expenses incurred by directors who are not employed by the Corporation in connection with attendance at meetings to transact the business of the Corporation or attendance at meetings of the Board or any committee thereof.