Common use of Action by Stockholders Without a Meeting Clause in Contracts

Action by Stockholders Without a Meeting. Any action properly brought before the stockholders by or at the direction of the Board may be taken without a meeting, without prior notice and without a vote, if a written consent setting forth the action so taken is signed by the holders of outstanding shares of capital stock entitled to be voted with respect to the subject matter thereof having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and voted.

Appears in 1 contract

Samples: Joinder Agreement (Forum Merger III Corp)

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Action by Stockholders Without a Meeting. Any action properly brought before required or permitted to be taken at a meeting of the stockholders by or at the direction of the Board may be taken without a meeting, without prior notice and without a vote, meeting if a written consent setting forth the action so taken is signed by the holders of outstanding shares of capital stock all stockholders entitled to be voted vote with respect to the subject matter thereof having not less than thereof. Any such consent shall be inserted in the minimum number minute book as if it were the minutes of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and votedof the stockholders.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aviall Inc)

Action by Stockholders Without a Meeting. Any action properly brought before the required or permitted to be taken at a meeting of stockholders by or at the direction of the Board may be taken without a meeting, without prior notice and without a vote, if a . The written consent setting forth of the action so taken is signed by stockholders, which may be executed in counterparts, shall be filed with the holders minutes of outstanding shares of capital stock entitled to be voted with respect to the subject matter thereof having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and votedCorporation.

Appears in 1 contract

Samples: Merger Agreement (M2 nGage Group, Inc.)

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Action by Stockholders Without a Meeting. Any action properly brought before which could be taken at any annual or special meeting of the stockholders by or at the direction of the Board may be taken without a meeting, without prior notice and without a vote, if a written consent setting forth the action so taken is signed by a majority of the holders of outstanding shares of capital stock stockholders entitled to be voted vote with respect to the subject matter thereof having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which all shares entitled to vote thereon were present and votedthereof.

Appears in 1 contract

Samples: Shareholders Agreement (Intracel Corp)

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