Approval of Actions. FURTHER RESOLVED, that, without limiting the foregoing, the Authorized Officers are, and each of them hereby is, authorized and directed to proceed on behalf of the Corporation and to take all such steps as deemed necessary or appropriate, with the advice and assistance of counsel, to cause the Corporation to consummate the agreements referred to herein and to perform its obligations under such agreements; and FURTHER RESOLVED, that the Authorized Officers be, and each of them hereby is, authorized, empowered and directed on behalf of and in the name of the Corporation, to take or cause to be taken all such further actions and to execute and deliver or cause to be executed and delivered all such further agreements, amendments, documents, certificates, reports, schedules, applications, notices, letters and undertakings and to incur and pay all such fees and expenses as in their judgment shall be necessary, proper or desirable to carry into effect the purpose and intent of any and all of the foregoing resolutions, and that all actions heretofore taken by any officer or director of the Corporation in connection with the transactions contemplated by the agreements described herein are hereby approved, ratified and confirmed in all respects.
Approval of Actions. FURTHER RESOLVED, that, without limiting the foregoing, the Authorized Officers are, and each of them hereby is, authorized and directed to proceed on behalf of the Corporation and to take all such steps as are deemed necessary or appropriate, with the advice and assistance of counsel, to cause the Corporation to take all such action referred to herein and to perform its obligations incident to the registration, listing and sale of the Shares; and FURTHER RESOLVED, that the Authorized Officers be, and each of them hereby is, authorized, empowered and directed on behalf of and in the name of the Corporation, to take or cause to be taken all such further actions and to execute and deliver or cause to be executed and delivered all such further agreements, amendments, documents, certificates, reports, schedules, applications, notices, letters and undertakings and to incur and pay all such fees and expenses as in their judgment shall be necessary, proper or desirable to carry into effect the purpose and intent of any and all of the foregoing resolutions, and that all actions heretofore taken by any officer or director of the Corporation in connection with the transactions contemplated by the agreements described herein are hereby approved, ratified and confirmed in all respects.
Approval of Actions. FURTHER RESOLVED, that the Company be and hereby is authorized to enter into any and all amendments to its agreements with, or obtain any and all waivers from, (i) the holders of any outstanding securities of the Company and (ii) any other entity, as may be necessary or desirable to effectuate the events and transactions contemplated by these resolutions; and FURTHER RESOLVED, that, without limiting the foregoing, the Authorized Officers are, and each of them hereby is, authorized and directed to proceed on behalf of the Company and to take all such steps as deemed necessary or appropriate, with the advice and assistance of counsel, to cause the Company to consummate the agreements referred to herein and to perform its obligations under such agreements; and FURTHER RESOLVED, that the Authorized Officers be, and each of them hereby is, authorized, empowered and directed on behalf of and in the name of the Company, to take or cause to be taken all such further actions and to execute and deliver or cause to be executed and delivered all such further agreements, amendments, documents, certificates, reports, schedules, applications, notices, letters and undertakings and to incur and pay all such fees and expenses as in their judgment shall be necessary, proper or desirable to carry into effect the purpose and intent of any and all of the foregoing resolutions, and that all actions heretofore taken by any officer or director of the Company in connection with the transactions contemplated by the agreements described herein are hereby approved, ratified and confirmed in all respects. EXHIBIT C
Approval of Actions. FURTHER RESOLVED, that the authority of the transfer agent and registrar for the Common Stock shall extend to and include Purchase Shares, the Commitment Shares, the KBSC Warrants and the KBSC Warrant Shares authorized by these resolutions and that such transfer agent and registrar is hereby authorized to record and countersign, as transfer agent, and to deliver to the officers of the Corporation, or pursuant to the directions thereof, the certificates (or evidence of issuance in book entry form, if so requested by such officer) evidencing the numbers of such Purchase Shares, Commitment Shares, KBSC Warrants and KBSC Warrant Shares issued in the name(s) as directed by such officer in writing, and such transfer agent and registrar is hereby authorized and directed to register, as registrar, certificates (or a statement of issuance in book entry form, if so requested by such officer) for the number of such Purchase Shares, Commitment Shares, KBSC Warrants and KBSC Warrant Shares as directed by such officer; and FURTHER RESOLVED, that, without limiting the foregoing, the Authorized Officers are, and each of them hereby is, authorized and directed to proceed on behalf of the Corporation and to take all such steps as deemed necessary or appropriate, with the advice and assistance of counsel, to cause the Corporation to consummate the agreements referred to herein and to perform its obligations under such agreements; and FURTHER RESOLVED, that the Authorized Officers be, and each of them hereby is, authorized, empowered and directed on behalf of and in the name of the Corporation, to take or cause to be taken all such further actions and to execute and deliver or cause to be executed and delivered all such further agreements, amendments, documents, certificates, reports, schedules, applications, notices, letters and undertakings and to incur and pay all such fees and expenses as in their judgment shall be necessary, proper or desirable to carry into effect the purpose and intent of any and all of the foregoing resolutions, and that all actions heretofore taken by any officer or director of the Corporation in connection with the transactions contemplated by the agreements described herein are hereby approved, ratified and confirmed in all respects. (signature page follows)
Approval of Actions. 6.5.1 To be financed by the Trust Fund, Actions must be previously approved by the Operational Board, except for Actions below EUR 1 000 000, which may be decided by the Manager alone and which will be communicated immediately to the Operational Board, in light of the objectives of the Trust Fund in Article 2 and the eligibility criteria contained in Article 9.1, and to the extent that sufficient uncommitted Trust Fund monies remain available in the Trust Fund Account (as defined in Article 8.2.1). Each Donor may propose actions to the Manager for submission to the Operational Board provided that they fall within the remit of the Trust Fund and comply with guidelines laid down by the Board.
Approval of Actions. 6.6.1 Actions to be financed by the Trust Fund must receive the prior approval of the Operational Committee. However, actions below EUR 10 million may be approved by the Manager alone, within the limits of the uncommitted resources available to the Trust Fund. The Manager must inform the Operational Committee immediately of any decision made under this delegated authority.
Approval of Actions. If a Quorum of the Members exists at a meeting of the Members, action on a matter is approved if the votes required by this Agreement, unless a greater number of affirmative votes are required under the Act, are voted in favor of such matter. Except as otherwise provided in this Agreement, or as otherwise required by the Act, the Priority Members shall vote together as a single class on any matter requiring the approval or consent of the Members. If less than a Quorum of the Members exists, the meeting may be adjourned by the Chairman to a later date, time and place, and the meeting may be held as adjourned without further notice.
Approval of Actions. The Parties acknowledge that, under section 146B of the EPBC Act, the Minister may approve the taking of an action, or class of actions, in accordance with the endorsed Plan. The effect of this approval decision is that any actions or class of actions approved under section 146B would not need further approval by the Minister under the EPBC Act if taken in accordance with the endorsed Plan and any conditions attached to the Part 10 approval. The Parties agree that the person responsible for implementing the Plan will be named the approval holder (or holders) for any approval of actions, or classes of actions, granted under section 146B of the EPBC Act, noting that any approval may, by reference to the Plan, permit persons other than the approval holder to undertake actions in accordance with the Plan. If the Minister decides to approve the taking of an action, or class of actions, in accordance with the Plan, the Minister will: provide a copy of draft conditions of approval to the City of Greater Geelong for comment prior to finalising the conditions; where appropriate, seek to ensure that conditions are outcomes based; and where appropriate, identify in the condition an appropriate entity with responsibility for the condition. The Parties will make any approval and conditions publicly available through their websites for the life of the Plan. Environmental information management The Parties agree to work cooperatively and share Information, to the fullest extent practical, to avoid duplication of work in undertaking the Strategic Assessment pursuant to this Agreement. The Parties commit to the following open access objectives with respect to Disclosable Information: Information is accessible and reusable by the community, business, government and other stakeholders. Information is published under an open licence (preferably Creative Commons licence), and available in the public domain. Information is published and described in a way that maximises discovery and reuse, preferably online, and in open formats. Information is published at the highest resolution and accuracy available. Information is released electronically at no cost to users or, if other formats are required, at minimal cost. Nothing in this Agreement derogates from any legal obligation on the part of the Parties or their respective officers in respect of disclosure of Information generally or the exercise of any legal right or privilege of the Parties in respect of disclosure of Information...
Approval of Actions. The Manager shall convene a meeting of the Members upon the request of any Member. Such meeting shall be held not later than ten (10) days following request therefor. Any meeting of Members shall be held at the known place of business of the Company or at such other place as all of the Members shall unanimously agree. Any Member may participate in any meeting of Members by means of a conference telephone or similar communication equipment. The Members may approve actions either at meetings of the Members or pursuant to a written consent in lieu of a meeting (which consent shall be signed by Members whose Percentage Interests equal or exceed the minimum Percentage Interests required for approval of such action); provided, that a copy of such written consent in lieu of meeting shall be promptly delivered to any Members who did not sign such consent.
Approval of Actions. 9.1 The Minister may approve, or approve with conditions, under section 146B of the EPBC Act, the taking of an action or class of actions in accordance with the endorsed Plan. In doing so, the Minister must act in accordance with sections 146F-M of the EPBC Act. This includes considering relevant MNES, the environment of Commonwealth land, economic and social matters, and principles of ecologically sustainable development.
