Quorum; Required Vote for Member Action; Voting for Directors Clause Samples
Quorum; Required Vote for Member Action; Voting for Directors. (a) At any meeting of the Members, the holders of a majority of the Outstanding Voting Shares of the class or classes or series for which a meeting has been called represented in person or by proxy shall constitute a quorum of such class or classes or series unless any such action by the Members requires approval by holders of a greater percentage of Outstanding Voting Shares, in which case the quorum shall be such greater percentage. The submission of matters to Members for approval and the election of Directors shall occur only at a meeting of the Members duly called and held in accordance with this Agreement at which a quorum is present; provided, however, that the Members present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the withdrawal of enough Members to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Outstanding Voting Shares specified in this Agreement. Any meeting of Members may be adjourned from time to time by the chairman of the meeting to another place or time, without regard to the presence of a quorum.
(b) Each Outstanding Class A Share and each Outstanding Class B Share shall be entitled to one vote per Share on all matters submitted to Members for approval and in the election of Directors.
(c) All matters (other than the election of Directors) submitted to Members for approval shall be determined by a majority of the votes cast affirmatively or negatively by Members holding Outstanding Voting Shares unless a greater percentage is required with respect to such matter under the Delaware Act, under the rules of any National Securities Exchange on which the Shares are listed for trading, or under the provisions of this Agreement, in which case the approval of Members holding Outstanding Voting Shares that in the aggregate represent at least such greater percentage shall be required.
(d) Directors will be elected by a plurality of the votes cast for a particular position.
Quorum; Required Vote for Member Action; Voting for Directors. 71 Section 11.9 Conduct of a Meeting; Member Lists 72 Section 11.10 Action Without a Meeting 72 Section 11.11 Voting and Other Rights 72 Section 11.12 Proxies and Voting 73 Section 11.13 Notice of Member Business and Nominations 74 Section 12.1 Authority 77
Quorum; Required Vote for Member Action; Voting for Directors. At any meeting of the Members, the holders of a majority of the Outstanding Units or Member Interests of each class then Outstanding and entitled to vote, represented in person or by proxy, shall constitute a quorum of such class, classes or series unless any such action by the Members requires approval by holders of a greater percentage of Outstanding Units or Member Interests, in which case the quorum shall be such greater percentage. The submission of matters to Members for approval and the election of Directors shall occur only at a meeting of the Members duly called and held in accordance with this Agreement at which a quorum is present; provided, however, that the Members present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the withdrawal of enough Members to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Interests specified in this Agreement. In the absence of a quorum any meeting of Members may be adjourned from time to time by the chairman of the meeting to another place or time.
Quorum; Required Vote for Member Action; Voting for Directors. (a) At any meeting of the Members, the holders of a majority of the Outstanding Voting Shares entitled to vote at the meeting, represented in person or by proxy, shall constitute a quorum for such meeting, notwithstanding any provision of this Agreement to the contrary; provided that where a separate vote by a class or series or classes or series is required, a majority of the voting power of the class or classes or series entitled to vote on such matter, represented in person or by proxy, shall constitute a quorum of such class or classes or series with respect to such matter. The submission of matters to Members for approval and the election of Directors shall occur only at a meeting of the Members duly called and held in accordance with this Agreement at which a quorum is present; provided that the Members present at a duly called or held meeting at which a quorum is present may continue to transact business until adjournment, notwithstanding the withdrawal of enough Members to leave less than a quorum, if any action taken (other than adjournment) is approved by the required percentage of Outstanding Voting Shares specified in this
Quorum; Required Vote for Member Action; Voting for Directors. 69 Section 11.9 Conduct of a Meeting; Member Lists 70 Section 11.10 Action Without a Meeting 70 Section 11.11 Voting and Other Rights 70 Section 11.12 Proxies and Voting 71 Section 11.13 Notice of Member Business and Nominations 71 Section 12.1 Authority 74 Section 12.2 Procedure for Merger, Consolidation or Conversion 74 Section 12.3 Approval by Members of Merger, Consolidation or Conversion 76 Section 12.4 Certificate of Merger; Certificate of Conversion 77 Section 12.5 Effect of Merger or Conversion 78 Section 12.6 Business Combination Limitations 79 Section 13.1 Right to Acquire Member Interests 79 Section 14.1 Designation 81 Section 14.2 ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇.▇ Distributions 81 Section 14.4 Change of Control 83 Section 14.5 Voting Rights 84 Section 14.6 Optional Redemption 85 Section 14.7 No Sinking Fund 87 Section 14.8 Record Holders 87 Section 14.9 Notices 87 Section 14.10 Other Rights 87