Authority of Executive Committee. When the Board is not in session, the Executive Committee shall have and may exercise all of the authority of the Board, unless otherwise specified by the resolution appointing the Executive Committee. Neither the Executive Committee, nor any other committee created by the Board, shall have the authority to (i) authorize distributions, (ii) approve or propose to the Member action that this Agreement requires be approved by the Member, (iii) fill vacancies on the Board or on any of its committees, (iv) amend this Agreement, (v) authorize or approve reacquisition of Units, except according to a formula or method prescribed by the Board, or (vi) authorize or approve the issuance or sale or contract for sale of Units, or determine the designation and relative rights, preferences and limitations of a class or series of Units, except that the Board may authorize a committee (or a senior executive officer of the Corporation) to do so within limits specifically prescribed by the Board.
Authority of Executive Committee. When the Board is not in session, the Executive Committee shall have and may exercise all of the authority of the Board, unless otherwise specified by the resolution appointing the Executive Committee. Neither the Executive Committee, nor any other committee created by the Board shall have the authority to (i) authorize distributions (ii) approve or propose to Members action that this Agreement requires be approved by Members, (iii) fill vacancies on the Board or on any of its committees, (iv) amend this Agreement, (v) authorize or approve reacquisition of Units, except according to a formula or method prescribed by the Board, or (vi) authorize or approve the issuance or sale or contract for sale of Units, or determine the designation and relative rights, preferences and limitations of a class or series of Units, except that the Board may authorize a committee (or a senior officer of the Corporation) to do so within limits specifically prescribed by the Board.
Authority of Executive Committee. Except as limited by Section 55A-8- 25 of the North Carolina Nonprofit Corporation Act and Section 4.13 of these Bylaws, the Executive Committee is empowered to make all such decisions and take such actions as are deemed to be necessary for the operation of the Corporation.
Authority of Executive Committee. In the event the Board of Managers creates an Executive Committee, the Executive Committee shall have, and may exercise, all powers of the Board of Managers with respect to the management of the business and affairs of the Company during the intervals between the meetings of the Board of Managers; provided, however, that prior to the occurrence of a Specified Foreclosure Event, (a) in the event the Board of Managers creates an Executive Committee, the Executive Committee must consist of at least two Adviser Directors (as defined in the HCH Company Agreement) and (b) all Executive Committee decisions are subject to MatlinPatterson Approval and Adviser Approval provisions of Article IX of the Articles of Organization. Moreover, the Executive Committee's power shall be subject and subordinate to the Sales Process Committee, and the Executive Committee shall not have the power to fill vacancies on the Board of Managers or to amend this Agreement.
Authority of Executive Committee. (i) The Members hereby establish the Executive Committee, and vest the Executive Committee with the authority to act on behalf of the Company and to make all Major Decisions as set forth in this Agreement. Except with respect to Major Decisions, any action by the Executive Committee shall be authorized if approved by a majority of the Representatives then holding office.
Authority of Executive Committee. Except as limited by Section 10-3A-38 of the Alabama Nonprofit Corporation Act, the Executive Committee is empowered to make such decisions and take such actions as are deemed to be required between meetings of the Board of Directors to include reviewing and acting upon applications for membership in and resignations from the Corporation.
Authority of Executive Committee. (a) Except as otherwise expressly provided herein, any action taken by the Executive Committee shall require the affirmative vote of at least two (2) of the Principals.
Authority of Executive Committee. The Executive Committee (if there be one) shall have, and may exercise, all powers of the Board of Managers with respect to the management of the business and affairs of the Company during the intervals between the meetings of the Board of Managers.
