DIRECTOR'S POWERS. Subject to the provisions of the Acts, the Memorandum of Association of the Company and these Articles and to any directions by the Members given by ordinary resolution, not being inconsistent with these Articles or with the Acts, the business of the Company shall be managed by the Directors who may do all such acts and things and exercise all the powers of the Company as are not by the Acts or by these Articles required to be done or exercised by the Company in general meeting. No alteration of the Memorandum of Association of the Company or of these Articles and no such direction shall invalidate any prior act of the Directors which would have been valid if that alteration had not been made or that direction had not been given. The powers given by this Article shall not be limited by any special power given to the Directors by these Articles and a meeting of Directors at which a quorum is present may exercise all powers exercisable by the Directors.
DIRECTOR'S POWERS. The business, affairs and property of the Company shall be managed by a Board of Directors consisting of one or more Directors. Unless otherwise required in this Agreement, the affirmative vote of a majority of the Directors shall be required on any action taken or resolution approved which requires Director approval. The Directors shall have the authority to designate one or more officers of the Company with such authority and power as the Directors shall, in their discretion, delegate to such officers. The Member shall have the power to designate the Board of Directors and to change the constituency of the Board of Directors.
DIRECTOR'S POWERS. The Directors of this Corporation shall have the power to adopt, amend or repeal the Bylaws of this Corporation. The management of the business and the conduct of the affairs of this Corporation shall be vested in its Board of Directors. The number of directors which shall constitute the whole Board of Directors shall be fixed exclusively by, or in the manner provided in, the Bylaws of this Corporation or this Certificate of Incorporation.
DIRECTOR'S POWERS that the directors of the Company, in authorising the issue and allotment of the Ordinary Shares, exercised their powers in accordance with their duties under all applicable laws and the Memorandum and Articles of Association of the Company;
DIRECTOR'S POWERS. Subject to the terms hereof, including but not limited to Section 3.06, the Directors shall have full, exclusive, and complete discretion in the management and control of the affairs of the Fund, shall make all decisions affecting Fund affairs and shall have all of the rights, powers, and obligations of a managing member of a limited liability company under the Act and otherwise as provided by law. The Directors shall provide overall guidance and supervision with respect to the operation of the Fund, shall perform all duties imposed on the directors of business development companies by the 1940 Act, and shall monitor the activities of Portfolio Companies in which the Fund has invested. Except as otherwise expressly provided in this Agreement, the Directors are hereby granted the right, power, and authority to do on behalf of the Fund all things which, in its sole judgment, are necessary or appropriate to manage the Fund's affairs and fulfill the purposes of the Fund, including, by way of illustration and not by way of limitation, the power and authority from time to time to do the following:
(a) subject to Section 3.14, invest the assets of the Fund in such investments as are consistent with the Fund's purpose, provided that such investments do not cause the Fund to fail to comply with Section 55 of the 1940 Act;
(b) incur all expenses permitted by this Agreement;
(c) to the extent that funds are available, cause to be paid all expenses, debts, and obligations of the Fund;
(d) employ and dismiss from employment such agents, employees, managers, accountants, attorneys, consultants, investment advisers and other Persons necessary or appropriate to carry out the business and affairs of the Fund, whether or not any such Persons so employed are Affiliates of any Directors or the Investment Manager, and to pay such compensation to such Persons as is competitive with the compensation paid to unaffiliated Persons in the area for similar services, subject to the restrictions set forth in Section 3.11;
(e) subject to the indemnification provisions in this Agreement, pay, extend, renew, modify, adjust, submit to arbitration, prosecute, defend, or settle, upon such terms deemed sufficient, any obligation, suit, liability, cause of action, or claim, including tax audits, either in favor of or against the Fund;
(f) enter into any sales, agency, or dealer agreements, and escrow agreements, with respect to the sale of Shares to Investors and provide for the distribution o...
DIRECTOR'S POWERS. Article 3.01—
DIRECTOR'S POWERS. The Operator will at all times during the term of this Agreement comply with any condition or direction that the Director may impose under section 47P of the Control Act, including, without limitation, directions with regard to:
(a) rules, procedures and equipment for the operation and playing of Approved Games;
(b) the place where the computerised equipment necessary for the conduct of Internet Gaming will be located;
(c) the times during which, and the manner in which the Operator's Internet Gaming Business, and operations generally will be conducted; CCAB 821085 010499 377614 WPD
(d) the place and the manner in which accounts of the Operator's Internet Gaming Business, and operations generally, will be kept;
(e) the place and manner in which all banking accounts associated with the Internet Gaming Business will be maintained; (0 the manner and the extent of supervision and control over the Operator's operations and Internet gaming business by persons appointed by the Director from time to time for that purpose; and
DIRECTOR'S POWERS. Except as otherwise specifically provided by this Agreement or required by the Rulebook or the CEA, or any regulation promulgated thereunder, no Director, in his capacity as a Director, shall have the power to act for or on behalf of, or to bind, the Company without prior written authorization of the Member.
DIRECTOR'S POWERS. The Licensee must at all times during the Term of this Agreement comply with any condition or direction that the Director may impose under the Gaming Control Act, including, without limitation, directions with regard to:
(a) rules, procedures and equipment for the operation and playing of the Approved Games;
(b) the place where the computerised equipment necessary for the conduct of internet gaming will be located;
(c) the times during which, and the manner in which the Licensee's Internet Gaming Business, and operations generally, will be kept;
(d) the place and the manner in which accounts of the Licensee's Internet Gaming Business, and operations generally, will be kept;
(e) the place and manner in which all banking accounts associated with the Internet Gaming Business will be maintained;
(f) the manner and the extent of supervision and control over the Licensee’s operations and Internet Gaming Business by persons appointed by the Director from time to time for that purpose; and s47A Gaming Control Act Online Gaming Agreement - Global Players Network Pty Ltd - V7 ~ 20140837 32 SFNTD14/11179
(g) production of information in relation to the conduct of the Licensee's Internet Gaming Business and operations generally as the Director may request from time to time.
DIRECTOR'S POWERS. Subject to the provisions of the Acts, the Memorandum of Association of the Company and these Articles and to any directions given by the members by ordinary resolution and not being inconsistent with the Acts or these Articles, the business of the Company shall be managed by the Directors who may exercise all the powers of the Company. No alteration of the Memorandum of Association of the Company or of these Articles and no such direction shall invalidate any prior act of the Directors which would have been valid if that alteration had not been made or the direction had not been given. The powers given by this Article shall not be limited by any special power given to the Directors by these Articles and a meeting of Directors at which a quorum is present may exercise all powers exercisable by the Directors.
