Common use of Action Without a Meeting by Consent in Writing Clause in Contracts

Action Without a Meeting by Consent in Writing. Any action which may be authorized, taken or approved by the Members at a meeting or otherwise may be authorized, taken or approved without a meeting, without prior notice and without a vote, if one or more consents in writing (including by counterparts and by facsimiles followed by the signed copies), setting forth the action so authorized, taken or approved shall be signed by the Members holding the requisite amount of Percentage Interest required for the authorization, taking or approval of the action (pursuant to a meeting) indicating the consent of such Members and delivered to the Members. If any action is authorized, taken or approved in this manner, then the Manager shall promptly send notice of such action to all Members. If any action by the Members is authorized, taken or approved in writing without a meeting, any certificate or other document filed with the Secretary of State of the State of Ohio as to such action may state, in lieu of any statement required by the Act concerning any vote of Members, that written consent has been given in accordance with the provisions of the Agreement or that the action was authorized, taken or approved at a meeting of the Members and that any written notice required by the Agreement has been given.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Rhove Real Estate 1, LLC), Operating Agreement (Rhove Real Estate 1, LLC)

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Action Without a Meeting by Consent in Writing. Any action which may be authorized, taken or approved by the Members at a meeting or otherwise may be authorized, taken or approved without a meeting, without prior notice and without a vote, if one or more consents in writing (including by counterparts and by facsimiles followed by the signed copies), setting forth the action so authorized, taken or approved shall be signed by the Members holding the requisite amount of Percentage Interest required for the authorization, taking or approval of the action (pursuant to a meeting) indicating the consent of such Members and delivered to the Members. If any action is authorized, taken or approved in this manner, then the Manager shall promptly send notice of such action to all Members. If any action by the Members is authorized, taken or approved in writing without a meeting, any certificate or other document filed with the Secretary of State of the State of Ohio as to such action may state, in lieu of any statement required by the Act concerning any vote of Members, that written consent has been given in accordance with the provisions of the Agreement or that the action was authorized, taken or approved at a meeting of the Members and that any written notice required by the Agreement has been given.

Appears in 2 contracts

Samples: Membership Interest Purchase Agreement (Rhove Real Estate 1, LLC), Membership Interest Purchase Agreement (Rhove Real Estate 1, LLC)

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