General Meeting. A General Meeting of the shareholders of the Company (the “Annual General Meeting”) shall be held once in every calendar year and not later than fifteen (15) months after the holding of the last preceding Annual General Meeting.
General Meeting. The General Meeting of the ASSOCIATION shall be held annually as soon as possible after the end of the ASSOCIATION’s financial year, but not later than the end of November, at a time and place determined by the Trustees.
General Meeting. 1. The General Meeting is governed by applicable legislation, the By-laws and the General Meeting's Regulations.
2. The shareholders called to a General Meeting may decide by simple majority of the votes of shareholders present or represented in the Meeting, except in cases where the law or these By-laws stipulate qualified majorities, on matters of their concern that legally fall within the General Meeting's competence.
3. All shareholders, including those who vote against resolutions and those who did not take part in the meeting, will be subject to the resolutions by the General Meeting, notwithstanding the rights and actions to which they are entitled by law.
General Meeting. All general meetings other than annual general meetings shall be called extraordinary general meetings.
General Meeting. At least five (5) days’ notice shall be given of an Annual General Meeting or any other general meeting. Every notice shall be exclusive of the day on which it is given or deemed to be given and of the day for which it is given and shall specify the place, the day and the hour of the meeting and the general nature of the business and shall be given in manner hereinafter mentioned or in such other manner if any as may be prescribed by the Company provided that a general meeting of the Company shall, whether or not the notice specified in this regulation has been given and whether or not the provisions of Article 41 have been complied with, be deemed to have been duly convened if it is so agreed:
(a) in the case of a general meeting called as an Annual General Meeting by all the Members entitled to attend and vote thereat or their proxies; and
(b) in the case of any other general meeting by a majority in number of the Members having a right to attend and vote at the meeting, being a majority in nominal value or in the case of shares without nominal or par value a majority of the shares in issue, or their proxies.
General Meeting. Subject to paragraph (c) hereof, the Company shall within one year of its incorporation and in each year of its existence thereafter hold a general meeting as its annual general meeting and shall specify the meeting as such in the notices calling it. The annual general meeting shall be held at such time and place as the Directors shall appoint and if no other time and place is prescribed by them, it shall be held at the registered office on the second Wednesday in December of each year at ten o’clock in the morning.
General Meeting. (a) Upon the execution of this Agreement, the Company must promptly cause a proposed notice of a general meeting of its shareholders which includes the proposal to pass or approve the Approval Resolution(s), an accompanying explanatory statement and proxy form to be prepared (and the Company must provide the Purchaser with any drafts of those documents, and take into account all reasonable comments of, the Purchaser in relation to the content of those documents) and to be submitted to ASX pursuant to the listing rules of ASX (“ASX Listing Rules”) and to the Australian Securities and Investments Commission (“ASIC”) in accordance with ASIC Regulatory Guide 74. The Company must inform the Purchaser of any material matters raised by ASX or ASIC on the documents and promptly provide the Purchaser with any new information which is to be included in, or which is required to supplement, those documents.
(b) The Company must ensure that the notice of meeting and accompanying explanatory statement and proxy form have been prepared in accordance with all applicable laws, policy, the ASX Listing Rules and ASIC Regulatory Guide 74. Each party must ensure that the information it provides for the purpose of the explanatory statement complies with such requirements, and are not misleading or deceptive (whether by omission or otherwise).
(c) On or prior to the execution of this Agreement, the Company must appoint an independent expert to prepare a report to be provided to the directors of the Company and its shareholders to opine as to whether the issue of the Tranche 2 Shares to the Purchaser is fair and reasonable to the Company’s shareholders (other than the Purchaser) (“Independent Expert’s Report”).
(d) Promptly, but in any case no later than three Business Days, following ASX and ASIC each giving the Company written approval for, or a written statement that it has no objection to, the Company sending the notice of the general meeting, accompanying explanatory statement (including the Independent Expert’s Report) and proxy form (with or without amendments to the form of those documents as had been initially submitted to ASX and ASIC, and with dates and other details completed as applicable to the general meeting), the Company must send the notice of the general meeting of its shareholders, along with the accompanying explanatory statement (including the Independent Expert’s Report) and proxy form (collectively, the “Notice of Meeting”) and convene the meeting (“Genera...
General Meeting. 2.1 Each member of the league shall be entitled to be present, but only one nominated representative of any team shall have the power to vote on the procedure of the meeting.
2.2 The business of the A.G.M. shall be:
(a) To receive annual report and if though fit, to adopt them;
(b) To elect a President. This position shall be honorary and the person appointed to this office shall no interfere with the running of the League. The President shall be elected for a term of two years;
(c) To elect officers. The officers shall consist of Chairperson, Vice Chairperson, Secretary, Assistant Secretary, Treasurer, PRO, Fixture Secretary, Child Protection Officer and Underage Officer. Hereafter referred to as the Management Committee. The Management Committee can co-opt a further 2 members
(d) To deal with any other business.
2.3 Officer shall be elected for term of one year.
2.4 Nominations and proposals to be considered at the AGM must be forwarded to the League Secretary, two weeks prior to the date of the AGM.
2.5 The agenda for the AGM and all nominations and proposals shall be issued to all Teams in membership of The League no less than seven days prior to the date of the AGM. For the purpose of this clause seven days notice shall include the date of posting and the day for which the meeting is convened.
2.6 All Proposals for acceptance must have a majority of one.
2.7 The Rules of the League cannot be altered except at the AGM.
General Meeting. 4.1 Each General Meeting must be held and conducted in accordance with the Articles of Association.
4.2 All resolutions of the General Meeting will be taken by simple majority of the votes validly cast, unless (i) the Articles of Association require a qualified majority and/or quorum, or (ii) the Law requires otherwise. 5 SUPERVISORY BOARD
General Meeting. 10.1 Competence of the General Meeting The General Meeting shall be the highest management body of the Company. The General Meeting shall have the authority to take action on the following matters:
(1) amendments to the Charter and approval of an amended or restated Charter;
(2) reorganisation of the Company;
(3) liquidation of the Company, appointment of the liquidators, and approval of the intermediate and the final liquidation balance sheet;
(4) determination of the number of the members of the Board, their election and early termination of their authority, as well as determination of the amount of compensation and benefits to be paid to them;
(5) determination of the number, nominal value, category (type) of declared shares and the rights attached to these shares;
(6) increase in the charter capital through the increase of the nominal value of shares or through the issue of additional shares;
(7) reduction in the charter capital through the reduction of the nominal value of shares, or the acquisition by the Company of part of the shares to reduce their total number, or through the redemption of the shares acquired or repurchased by the Company and not sold within the term provided by the Law;
(8) election of the Auditor and early termination of his authority, and determination of the amount of compensation and benefits to be paid to the Auditor;
(9) approval of the external auditor;
(10) approval of the annual reports, annual accounting reports including profit-and-loss statements (profit-and-loss accounts) of the Company, and allocation of the Company’s profits including the payment (declaring) of dividends and losses as a result of a financial year;
(11) establishment of procedures for holding General Meetings;
(12) approval of split and consolidation of shares;
(13) adopting resolutions on approving any interested-party transactions as specified in Article 14.3;
(14) adopting resolutions on approving major transactions as specified in Article 14.2;
(15) acquisition of issued shares by the Company in the instances provided by the Law;
(16) approval of the internal documents of the Company which regulate the activities of the bodies of the Company;
(17) adopting resolutions on participation in holding companies, financial and industrial groups, associations and other unions of commercial organizations;
(18) any other matters, as provided by effective legislation of the Russian Federation.
