Common use of Board Meetings and Resolutions Clause in Contracts

Board Meetings and Resolutions. Subject to more restrictive mandatory requirements prescribed by applicable Law, if any, the Shareholders agree that: (i) ordinary meetings of the Board shall be held at least once every six months, on the same dates and, to the extent reasonably possible, immediately following the ordinary meetings of the board of directors of GCS; (ii) extraordinary meetings of the Board shall be held no less frequently than as required by applicable Law and, to the extent convenient, immediately following the extraordinary meetings of the board of directors of GCS; (iii) notice for each meeting of the Board shall include all detail required by applicable Law; (iv) a quorum for a meeting of the Board shall require the attendance in person or by telephone of at least the absolute majority of the Directors in office (which may include a corresponding Alternate Directors for each absent Director); (v) each of the Shareholders shall undertake all reasonable commercial efforts to ensure the attendance by the Directors it nominated, or such Director’s Alternate Director, as the case may be, to all the duly noticed meetings of the Board; (vi) meetings will be held in English and any communications, minutes or resolutions in respect of meetings will also be in English, to the extent permissible by Law; and (vii) in order to be validly adopted by the Board, resolutions shall require the affirmative vote of at least a majority of the Directors in attendance.

Appears in 2 contracts

Samples: Shareholders Agreement, Shareholders Agreement (GeoPark LTD)

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Board Meetings and Resolutions. Subject to more restrictive mandatory requirements prescribed by applicable Law, if any, the Shareholders agree that: (i) ordinary meetings of the Board shall be held at least once every six months, on the same dates and, to the extent reasonably possible, immediately following the ordinary meetings of the board of directors of GCS; (ii) extraordinary meetings of the Board shall be held no less frequently than as required by applicable Law and, to the extent convenient, immediately following the extraordinary meetings of the board of directors of GCSLaw; (iii) notice for each meeting of the Board shall include all detail required by applicable Law; (iv) a quorum for a meeting of the Board shall require the attendance in person or by telephone of at least the absolute majority of the Directors in office (which may include a corresponding Alternate Directors for each absent Director); (v) each of the Shareholders shall undertake all reasonable commercial efforts to ensure the attendance by the Directors it nominated, or such Director’s Alternate Director, as the case may be, to all the duly noticed meetings of the Board; (vi) meetings will be held in English and any communications, minutes or resolutions in respect of meetings will also be in English, to the extent permissible by Law; and (vii) in order to be validly adopted by the Board, resolutions shall require the affirmative vote of at least a majority of the Directors in attendance.

Appears in 1 contract

Samples: Shareholders Agreement (GeoPark LTD)

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