Action Without a Meeting. Any action required or permitted to be taken at a meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at a meeting of the Board of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterparts.
Appears in 4 contracts
Samples: And Shareholder Control Agreement (Rural Cellular Corp), Rural Cellular Corp, Rural Cellular Corp
Action Without a Meeting. Any An action required or permitted to be taken at a meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at Managers with a meeting majority of the Board voting power of Directors at which all the directors were present, provided that Managers comprising the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directorsBoard, unless this Agreement prescribes a different effective time is provided in greater Manager approval for the written action. Such written action may to be taken by counterpartstaken.
Appears in 4 contracts
Samples: Operating Agreement (Millennium Ethanol, LLC), Operating Agreement (Bootheel Agri-Energy LLC), Limited Liability Company Agreement (Ozark Ethanol LLC)
Action Without a Meeting. Any An action required or permitted to be taken at a board of directors meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action action, including electronic communication, signed by the number of directors that would be required to take the same action at a meeting all of the Board directors of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provideCorporation. The written action is effective when signed by the necessary required number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterparts.
Appears in 4 contracts
Samples: Delegation Agreement, Delegation Agreement, Delegation Agreement
Action Without a Meeting. Any action required or permitted to be taken at a meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at a meeting all of the Board of Directors at which all Governors comprising the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterpartsBoard.
Appears in 4 contracts
Samples: Member Control Agreement (Granite Falls Energy, LLC), Member Control Agreement, Member Control Agreement (Heron Lake BioEnergy, LLC)
Action Without a Meeting. Any An action required or permitted to be taken at a meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at Directors with a meeting majority of the Board voting power of the Directors at which all comprising the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directorsBoard, unless this Agreement prescribes a different effective time is provided in greater Director approval for the written actionaction to be taken. Such written action may be taken by counterparts.U.S. Premium Beef, LLC AMENDED AND RESTATED LLC AGREEMENT
Appears in 3 contracts
Samples: Limited Liability Company Agreement (U. S. Premium Beef, LLC), Limited Liability Company Agreement (U. S. Premium Beef, LLC), Limited Liability Company Agreement (U. S. Premium Beef, LLC)
Action Without a Meeting. Any An action required or permitted to be taken at a meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at Directors with a meeting majority of the Board voting power of the Directors at which all comprising the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directorsBoard, unless this Agreement prescribes a different effective time is provided in greater Director approval for the written action. Such written action may to be taken by counterpartstaken.
Appears in 3 contracts
Samples: Limited Liability Company Agreement (U. S. Premium Beef, LLC), LLC Agreement, Limited Liability Company Agreement (Illini Bio-Energy, LLC)
Action Without a Meeting. Any action required or permitted to be taken at a meeting of the Board shareholders of Directors of this corporation the Corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at a meeting all of the Board of Directors at which all the directors were present, provided shareholders entitled to vote on that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provideaction. The written action is effective when it has been signed by the necessary number all of directorsthose shareholders, unless a different effective time is provided in the written action. Such written action may be taken by counterparts.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Minntech Corp), Agreement and Plan of Merger (Cantel Medical Corp), Agreement and Plan of Merger (Diker Charles M)
Action Without a Meeting. Any An action required or permitted to be taken at at a board of directors meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action action, including electronic communication, signed by the number of directors that would be required to take the same action at a meeting all of the Board directors of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provideCorporation. The written action is effective when signed by the necessary required number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterparts.
Appears in 3 contracts
Samples: Delegation Agreement, Delegation Agreement, Delegation Agreement
Action Without a Meeting. Any action required or permitted under the Act to be taken at a meeting of the Board of Directors of this corporation members or managers may be taken without a meeting and notice thereof if the action is evidenced by the written consent describing the action taken, signed by the number of directors that would be required to take the same action at a meeting of the Board of Directors at which all the directors were presentMember or Manager, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterpartsas applicable.
Appears in 3 contracts
Samples: Limited Liability Company Operating Agreement (Grizzly Merger Sub 1, LLC), Limited Liability (Gci Inc), Limited Liability Company Operating Agreement (Liberty Media LLC)
Action Without a Meeting. Any action required or permitted to be taken at a any meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at a meeting if all members of the Board of Directors at which all consent thereto in writing or by electronic transmission, and such writing, writings or electronic transmission or transmissions are filed with the directors were present, provided that minutes of proceedings of the proposed action need not be approved by the shareholders and that the Articles Board of Incorporation so provide. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided in the written actionDirectors. Such written action may filing shall be taken by counterpartsin paper form if the minutes are maintained in paper form and shall be in electronic form if the minutes are maintained in electronic form.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (INC Research Holdings, Inc.), Agreement and Plan of Merger (Riverwood Holding Inc)
Action Without a Meeting. Any An action required or permitted to be taken at a Board meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at a meeting all of the Board of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so providegovernors. The written action is effective when signed by all of the necessary number of directorsgovernors, unless a different effective time is provided in the written action. Such written action may be taken by counterparts.
Appears in 2 contracts
Samples: Operating Agreement (Land O Lakes Inc), Operating and Member Control Agreement (Land O Lakes Inc)
Action Without a Meeting. Any An action required or permitted to be taken at a Board meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at a meeting all of the Board of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provideManagers. The written action is effective when signed by all of the necessary number of directorsManagers, unless a different effective time is provided in the written action. Such written action may be taken by counterparts.
Appears in 2 contracts
Samples: Operating Agreement (Land O Lakes Inc), Operating Agreement (Land O Lakes Inc)
Action Without a Meeting. Any action required or permitted to which could be taken at a meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at a meeting if all of the Board directors consent to the action in writing or by electronic transmission and the writing or writings or electronic transmission or transmissions are filed with the minutes of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided in the written actionBoard. Such written action may filings shall be taken by counterpartsin paper form if the minutes are maintained in paper form and shall be in electronic form if the minutes are maintained in electronic form.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (United Technologies Corp /De/), Agreement and Plan of Merger (Raytheon Co/)
Action Without a Meeting. (a) Any action required or permitted to by the Directors which may be taken at a any meeting of the Board of Directors of this corporation Directors, may be taken without a meeting meeting, without prior notice, and notice thereof by written without a vote, if a consent in writing, setting forth the action to be taken, shall be signed by the number of directors that would be required to take the same action at a meeting of the Board of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterpartsDirectors.
Appears in 2 contracts
Samples: Operating Agreement (Eastern Airlines Inc), Operating Agreement (Eglobe Inc)
Action Without a Meeting. Any action required or permitted to be taken at a meeting of the Board shareholders of Directors of this corporation the Corporation may be taken without a meeting and notice thereof by written action signed signed, or consented to by the number of directors that would be required to take the same action at a meeting authenticated electronic communication, by all of the Board of Directors at which all the directors were present, provided shareholders entitled to vote on that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provideaction. The written action is effective when signed it has been signed, or consented to by the necessary number authenticated electronic communication, by all of directorsthose shareholders, unless a different effective time is provided in the written action. Such written action may be taken by counterparts.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Teleflex Inc), Agreement and Plan of Merger (Vascular Solutions Inc)
Action Without a Meeting. (a) Any action required or permitted to by the Directors which may be taken at a any meeting of the Board of Directors of this corporation may be taken without a meeting meeting, without prior notice, and notice thereof by written without a vote, if a consent in writing, setting forth the action to be taken, is signed by the number of directors that would be required to take the same action at a meeting all of the Board of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterpartsDirectors.
Appears in 2 contracts
Samples: Operating Agreement, Operating Agreement (International Assets Holding Corp)
Action Without a Meeting. Any The Board of Directors may approve a matter or take any action required or permitted to be taken at a meeting or without a meeting by the written consent of the Board of Directors. Meetings of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed called at any time by the number of directors that would be required to take the same action at a meeting of the Board of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterpartsDirectors.
Appears in 1 contract
Action Without a Meeting. Any action required or permitted to be taken at a meeting of the Board of Directors of this corporation may be taken without a meeting and without prior notice thereof by written action signed (including by the number of directors that would be required to take the same action at a meeting of the Board of Directors at which all the directors were present, provided that the proposed action need not be electronic means approved by the shareholders and that Board) affirmed by all of the Articles of Incorporation so providedirectors. The written action is effective when signed affirmed by all of the necessary number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterparts.
Appears in 1 contract
Samples: Consolidation Agreement
Action Without a Meeting. Any action required or permitted to which could be taken at a meeting of the Board board of Directors of this corporation directors may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at a meeting if all of the Board director's consent to the action in writing or by electronic transmission and the writing or writings are filed with the minutes of Directors at which all proceedings of the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterpartsboard.
Appears in 1 contract
Action Without a Meeting. Any action required which may be authorized or permitted to be taken at a meeting of the Board of Directors of this corporation may be authorized or taken without a meeting and notice thereof by written action in a writing or writings signed by the number of directors that would be required to take the same action at a meeting all of the Board of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided in which writing or writings shall be filed with or entered upon the written action. Such written action may be taken by counterpartsrecords of the Corporation.
Appears in 1 contract
Samples: Plan of Exchange (Moving Box Inc)
Action Without a Meeting. Any An action required or permitted to be taken at a meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at Directors with a meeting three-fourth (3/4ths) of the Board voting power of the Directors at which all comprising the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directorsBoard, unless this Agreement prescribes a different effective time is provided in greater Director approval for the written action. Such written action may to be taken by counterpartstaken.
Appears in 1 contract
Samples: Limited Liability Company Agreement (Illini Bio-Energy, LLC)
Action Without a Meeting. Any action required Action taken by a majority of the directors or permitted to be taken at members of a committee without a meeting is nevertheless Board or committee action if written consent to the action in question is signed by all the directors or members of the committee, as the case may be, and filed with the minutes of the proceedings of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written or committee, whether done before or after the action signed by the number of directors that would be required to take the same action at a meeting of the Board of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so providetaken. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterparts.Section 3.5
Appears in 1 contract
Action Without a Meeting. Any action requiring shareholder approval required or permitted to be taken at a meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at a meeting all of the Board of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so providedirectors. The written action is effective when signed by all of the necessary number of directors, unless a different effective time is provided in the written action. Such written action may be taken by counterparts.
Appears in 1 contract
Samples: Rural Cellular Corp
Action Without a Meeting. Any action required or permitted Action to be taken by the Board of Directors may be taken without a meeting if each Director signs a consent describing the action taken or to be taken and delivers it to the Company. Action taken by such consent is the act of the Board of Directors when one or more consents signed by all the Directors are delivered to the Secretary and filed with the minutes of the Company. A consent signed under this section has the effect of action taken at a meeting of the Board of Directors of this corporation and may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at a meeting of the Board of Directors at which all the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directors, unless a different effective time is provided described as such in the written action. Such written action may be taken by counterpartsany document.
Appears in 1 contract
Samples: Agreement and Plan of Merger
Action Without a Meeting. Any An action required or permitted to be taken at a meeting of the Board of Directors of this corporation may be taken without a meeting and notice thereof by written action signed by the number of directors that would be required to take the same action at Directors with a meeting majority of the Board voting power of the Directors at which all comprising the directors were present, provided that the proposed action need not be approved by the shareholders and that the Articles of Incorporation so provide. The written action is effective when signed by the necessary number of directorsBoard, unless this Agreement prescribes a different effective time is provided in greater Director approval for the written actionaction to be taken. Such written action may be taken by counterparts.U.S. PREMIUM BEEF, LLC AMENDED AND RESTATED LLC AGREEMENT
Appears in 1 contract
Samples: Limited Liability Company Agreement (U. S. Premium Beef, LLC)