Board Meeting; Quorum Sample Clauses
The 'Board Meeting; Quorum' clause defines the minimum number of board members who must be present for a board meeting to be valid and for decisions to be officially made. Typically, this clause specifies a fixed number or a percentage of directors required to constitute a quorum, and may outline procedures if a quorum is not met, such as adjourning the meeting or rescheduling. Its core function is to ensure that board decisions are made with sufficient participation, preventing a small subset of directors from acting unilaterally and thereby safeguarding the integrity of board governance.
Board Meeting; Quorum. Subject to the provisions of the Memorandum and Articles, the Directors may regulate their proceedings as they think fit, provided however that the board meetings shall be held at least once every three (3) months unless the Board otherwise approves (so long as such approval includes the approval of the Requisite Preferred Directors) and that a written notice of each meeting, agenda of the business to be transacted at the meeting and all documents and materials to be circulated at or presented to the meeting shall be sent to all Directors entitled to receive notice of the meeting at least five (5) Business Days before the meeting and a copy of the minutes of the meeting shall be sent to such Persons. A meeting of the Board and each Subsidiary Board shall only proceed where there are present (whether in person or by means of a conference telephone or another equipment which allows all participants in the meeting to speak to and hear each other simultaneously) a majority of the number of the Directors in office elected in accordance with Sections 9.1(a) and (b) that includes the Requisite Preferred Directors, and the Parties shall cause the foregoing to be the quorum requirements for the Board and each Subsidiary Board. During the board meetings, the Directors shall discuss the business plan of the Group (including the business strategy, budget, the grant of ESOP and the appointment and remuneration of the Key Employees) in good faith. A quorum, once established, shall not be broken by the withdrawal of enough votes to leave less than a quorum and the votes present may continue to transact business until adjournment. If, however, such quorum shall not be present or represented at any general meeting, the Members (as defined in the Memorandum and Articles, or their proxies) holding a majority of the aggregate voting power of all of the Shares of the Company represented at the meeting may adjourn the meeting from time to time, until a quorum shall be present or represented; provided that, if notice of such meeting has been duly delivered to all Members five (5) Business Days prior to the scheduled meeting in accordance with the notice procedures hereunder, and the quorum is not present within one hour from the time appointed for the meeting solely because of the absence of any Member, the meeting shall be adjourned to the fifth (5th) following Business Day at the same time and place (or to such other time or such other place as the directors may determine) wit...
Board Meeting; Quorum. Four trustees shall constitute a quorum at any meeting and the acts of a majority of the Board present shall be the acts of the Board. At least one of the trustees present during the meeting must hold the position of President or Vice President.
Board Meeting; Quorum. Subject to the provisions of the Memorandum and Articles, the Directors may regulate their proceedings as they think fit, provided however that the board meetings shall be held at least once every three (3) months unless the Board otherwise approves and that a written notice of each meeting, agenda of the business to be transacted at the meeting and all documents and materials to be circulated at or presented to the meeting shall be sent to all Directors entitled to receive notice of the meeting at least five (5) Business Days before the meeting and a copy of the minutes of the meeting shall be sent to such Persons. A meeting of the Board shall only proceed where there are present (whether in person or by means of a conference telephone or another equipment which allows all participants in the meeting to speak to and hear each other simultaneously) a majority of the number of the Directors (including the Series A Investor Director) in office elected in accordance with Sections 1.2 (a), and the Parties shall cause the foregoing to be the quorum requirements for the Board.