Common use of Action Without Meeting Clause in Contracts

Action Without Meeting. Any action which may be taken by Shareholders may be taken without a meeting if a majority of Outstanding Shares entitled to vote on the matter (or such larger proportion thereof as shall be required by law) consent to the action in writing and the written consents are filed with the records of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 35 contracts

Samples: Agreement and Declaration of Trust (Harbor ETF Trust), Agreement and Declaration of Trust (Harbor Funds II), Agreement and Declaration of Trust (Harbor Funds II)

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Action Without Meeting. Any action which may to be taken by Shareholders may be taken without a meeting if a majority of Outstanding Shares (a) all Shareholders entitled to vote on the matter (or such larger proportion thereof as shall be required by law) consent to the action in writing writing, (b) all Shareholders entitled to notice of the meeting but not entitled to vote at it sign a written waiver of any right to dissent, and (c) the written consents are filed with the records of the meetings meeting of Shareholders. Such consents consent shall be treated for all purposes as a vote taken at a meeting of Shareholdersmeeting.

Appears in 31 contracts

Samples: Global Custody Agreement (Vanguard Malvern Funds), Instrument (Vanguard Morgan Growth Fund), Instrument (Vanguard Treasury Fund)

Action Without Meeting. Any action which may be taken by Shareholders may be taken without a meeting if a majority of Outstanding Shares and a majority of outstanding Preferred Securities, in each case entitled to vote on the matter (or such larger proportion thereof as shall be required by law) ), consenting as separate classes and together as a single class, consent to the action in writing and the written consents are filed with the records of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 8 contracts

Samples: Calamos Global Convertible & Dynamic Income Trust, Calamos Global Convertible & Dynamic Income Trust, Calamos Global Dynamic Income Fund

Action Without Meeting. Any action which may be taken by Shareholders may be taken without a meeting if a majority of Outstanding Shares entitled to vote on the matter (or such larger proportion thereof as shall be required by law, the Declaration of Trust or these By-laws) consent to the action in writing and the written consents are filed with the records of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 8 contracts

Samples: Cushing American Renaissance Fund, Cushing Royalty & Income Fund, Cushing MLP Total Return Fund

Action Without Meeting. Any action which may to be taken by Shareholders may be taken without a meeting if a majority of Outstanding Shares (a) all Shareholders entitled to vote on the matter (or such larger proportion thereof as shall be required by law) consent to the action in writing writing, (b) all Shareholders entitled to notice of the meeting but not entitled to vote at it sign a written waiver of any right to dissent, and (c) the written consents are filed with the records of the meetings meeting of Shareholders. Such consents consent shall be treated for all purposes as a vote taken at a meeting of Shareholders.meeting. ARTICLE III

Appears in 7 contracts

Samples: Instrument (Vanguard Pennsylvania Tax-Free Funds), Instrument (Vanguard New Jersey Tax-Free Funds), Instrument (Vanguard Florida Tax-Free Fund)

Action Without Meeting. Any action which may be taken by Shareholders may be taken without a meeting if a majority all of the Outstanding Shares entitled to vote on the matter (or such larger proportion thereof as shall be required by law) consent to the action in writing and the written consents are filed with the records of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 6 contracts

Samples: FNEX Ventures, PRISM Multi Strategy Fund, Crow Point Global Dividend Plus Fund

Action Without Meeting. Any action which may be taken by Shareholders may be taken without a meeting if a majority of Outstanding Shares entitled to vote on the matter (or such larger proportion thereof as shall be required by law) consent to the action in writing and the written consents are filed with the records of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholders.. ARTICLE 4

Appears in 6 contracts

Samples: Calamos Strategic Total Return Fund, Calamos Dynamic Convertible & Income Fund, Calamos Global Dynamic Income Fund

Action Without Meeting. Any The shareholders may take any action which may be taken by Shareholders may be taken they could take at a meeting without a meeting meeting, without prior notice and without a vote, if a majority the holders of Outstanding Shares all shares entitled to vote on the matter (or such larger proportion thereof as shall be required by law) action sign a written consent to setting forth the action in writing and the written consents are filed with the records of the meetings of Shareholderstaken. Such consents shall a consent may be treated for all purposes as a vote taken at a meeting of Shareholderssigned in counterparts.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Westland Development Co Inc), Agreement and Plan of Merger (Westland Development Co Inc), Agreement and Plan of Merger (Westland Development Co Inc)

Action Without Meeting. Any action which may to be taken by Shareholders may be taken without a meeting and without prior notice if Shareholders holding a majority of Outstanding the Shares entitled to vote on the matter (or such larger proportion thereof as shall be required by any express provision of the Declaration of Trust, by the By-Laws or by applicable law) and holding a majority (or such larger proportion as aforesaid) of the Shares of any Series (or Class) entitled to vote separately on the matter consent to the action in writing and the such written consents are filed with the records of the meetings of Shareholders. Such consents consent shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 4 contracts

Samples: Transparent Value Trust, Transparent Value Trust, Transparent Value Trust

Action Without Meeting. Any action which that may be taken by at any meeting of Shareholders may be taken without a meeting and without prior notice if a majority consent in writing setting forth the action so taken is signed by the Shareholders holding outstanding Shares having not less than the minimum number of Outstanding votes that would be necessary to authorize or take that action at a meeting at which all Shares entitled to vote on the matter (or that action were present and voted. All such larger proportion thereof as consents shall be required by law) consent to the action in writing and the written consents are filed with the records of the meetings of ShareholdersShareholder meetings. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 4 contracts

Samples: Pgim Etf Trust, By (Prudential Series Fund), Jennison 20/20 Focus Fund

Action Without Meeting. Any Whenever holders of the Common Shares are required or permitted to take any action which may be taken by Shareholders vote, such action may be taken without a meeting if by written consent, setting forth the action so taken and signed by the holders of the outstanding Common Shares, as the case may be, having not less than the minimum number of votes that would be necessary to authorize or take such action at a majority of Outstanding Shares meeting at which all such shares entitled to vote on the matter (or such larger proportion thereof as shall be required by law) consent to the action in writing thereon were present and the written consents are filed with the records of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholdersvoted.

Appears in 3 contracts

Samples: Shareholders' Agreement (Peregrine Real Estate Trust), Shareholders' Agreement (Peregrine Real Estate Trust), Shareholders' Agreement (Peregrine Real Estate Trust)

Action Without Meeting. Any action which may be taken by Shareholders may be taken without a meeting if a majority of Outstanding Shares outstanding shares entitled to vote on the matter (or such larger proportion thereof as shall be required by law) consent to the action in writing and the written consents are filed with the records of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 2 contracts

Samples: Calamos Long/Short Equity & Dynamic Income Trust, Calamos Long/Short Equity & Income 2028 Term Trust

Action Without Meeting. Any action which may be taken by Shareholders may be taken without a meeting if a majority of the net asset value of the Outstanding Shares entitled to vote on the matter (or such larger proportion thereof as shall be required by law) consent to the action in writing and the written consents are filed with the records of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 1 contract

Samples: Agreement and Declaration of Trust (Hambrecht & Quist Fund Trust)

Action Without Meeting. Any action which may be taken by ---------------------------------- Shareholders may be taken without a meeting if a majority of Outstanding Shares entitled to vote on the matter (or such larger proportion thereof as shall be required by law) consent to the action in writing and the written consents are filed with the records of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 1 contract

Samples: Sun Capital Advisers Trust

Action Without Meeting. Any action which may to be taken by Shareholders the stockholders may be taken without a meeting if a majority of Outstanding Shares all the stockholders entitled to vote on the matter (or such larger proportion thereof as shall be required by law) consent to the action in by a writing and the written consents are filed with the records of the meetings of Shareholdersthe stockholders. Such consents consent shall be treated for all purposes as a vote taken at a meeting of Shareholdersmeeting.

Appears in 1 contract

Samples: Bertuccis of White Marsh Inc

Action Without Meeting. Any action which may to be taken by Shareholders may be taken without a meeting and without prior notice if Shareholders holding a majority of Outstanding the Shares entitled to vote on the matter (or such larger proportion thereof as shall be required by any express provision of the Declaration of Trust, by the By- Laws or by applicable law) and holding a majority (or such larger proportion as aforesaid) of the Shares of any Series (or Class) entitled to vote separately on the matter consent to the action in writing and the such written consents are filed with the records of the meetings of Shareholders. Such consents consent shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 1 contract

Samples: Reality Shares ETF Trust

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Action Without Meeting. Any action which may required or permitted to be taken by Shareholders at any meeting of the stockholders may be taken without a meeting meeting, if prior to such action a written consent thereto is signed by a majority of Outstanding Shares entitled to vote on the matter (or stockholders and such larger proportion thereof as shall be required by law) written consent to the action in writing and the written consents are is filed with the records minutes of proceedings of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholdersstockholders.

Appears in 1 contract

Samples: Acquisition Agreement (EDUtoons, Inc.)

Action Without Meeting. Any action which may to be taken by Shareholders the stockholders may be taken without a meeting if a majority of Outstanding Shares meeting, if, prior to such action, all stockholders entitled to vote on the matter (or such larger proportion thereof as thereon shall be required by law) consent to the action in writing or by electronic transmission to such action being taken, and the written consents are filed with the records of the meetings of Shareholders. Such consents such consent shall be treated for all purposes as a vote taken at a meeting of Shareholders.meeting. ARTICLE III

Appears in 1 contract

Samples: Iii Agreement and Plan of Merger (Two Harbors Investment Corp.)

Action Without Meeting. Any action which may be taken by Shareholders may be taken without a meeting if Shareholders holding Shares representing a majority of Outstanding the voting power of the Shares entitled to vote on the matter (or such larger proportion thereof as shall be required by law, the Declaration or these By-Laws for approval of such matter) consent to the action in writing and the written consents are filed with the records of the meetings of Shareholders. Such consents consent shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 1 contract

Samples: Investment Advisory Agreement (MFS Government Securities Fund)

Action Without Meeting. Any action which may required or permitted to be taken by Shareholders at any meeting of the Holders may be taken without a meeting if a majority written consent or consents to such action is signed by all Holders and delivered to the Trustee. Notice of Outstanding Shares entitled any meeting to vote on the matter (or such larger proportion thereof as be held pursuant hereto shall be required by law) consent given in the manner provided in the Bylaws of the Corporation relative to the action notice and purpose of Common Stockholders' meetings and shall be held and conducted in writing and the written consents are filed accordance with the records Bylaws of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of ShareholdersCorporation relative to Common Stockholder's meetings.

Appears in 1 contract

Samples: Voting Trust Agreement (I Storm Inc)

Action Without Meeting. Any action which may required or permitted to ---------------------- be taken by Shareholders at a meeting of shareholders may be taken without a meeting if a majority of Outstanding Shares entitled all the shareholders consent in writing to vote on the matter (or such larger proportion thereof as action. Such written consents shall be required by law) consent to the action in writing and the written consents are filed with the records minutes of the meetings proceedings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholdersshareholders.

Appears in 1 contract

Samples: Commercial Aggregates Transportation & Sales LLC

Action Without Meeting. Any action which may to be taken by Shareholders the stockholders may be taken without a meeting if a majority of Outstanding Shares meeting, if, prior to such action, all stockholders entitled to vote on the matter (or such larger proportion thereof as thereon shall be required by law) consent to the action in writing or by electronic transmission to such action being taken, and the written consents are filed with the records of the meetings of Shareholders. Such consents such consent shall be treated for all purposes as a vote taken at a meeting of Shareholdersmeeting.

Appears in 1 contract

Samples: Agreement and Plan of Merger (CYS Investments, Inc.)

Action Without Meeting. Any action which may be taken by Shareholders the vote of the Stockholders at a meeting may be taken without a meeting if authorized by the written consent of the Stockholders holding at least a majority of Outstanding Shares entitled the voting power, unless the provisions of the statutes or of the Articles of Incorporation require a greater proportion of voting power to vote on the matter (or authorize such larger proportion thereof as shall be required by law) consent to the action in writing and the which case such greater proportion of written consents are filed with the records of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholdersrequired.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Priced in Corp.)

Action Without Meeting. Any action which may be taken by Shareholders may be taken without a meeting if a majority of Outstanding Shares entitled to vote on the matter (or such larger or smaller proportion thereof as shall be required by applicable U.S federal or non-U.S. law, the LLC Agreement or these By-Laws) consent to the action in writing and the written consents are filed with the records of the meetings of Shareholders. Such consents shall be treated for all purposes as a vote taken at a meeting of Shareholders.

Appears in 1 contract

Samples: Usa Reit Fund LLC

Action Without Meeting. Any action which may to be taken by Shareholders shareholders may be taken without a meeting if a majority of Outstanding Shares (a) all shareholders entitled to vote on the matter (or such larger proportion thereof as shall be required by law) consent to the action in writing writing, and (b) all shareholders entitled to notice of the meeting but not entitled to vote at it sign a written waiver of any right to dissent, and (c) the written consents are filed with the records of the meetings meeting of Shareholdersshareholders. Such consents consent shall be treated for all purposes as a vote taken at a meeting of Shareholdersmeeting.

Appears in 1 contract

Samples: Instrument (Vanguard Chester Funds)

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