Common use of General Meetings of Members Clause in Contracts

General Meetings of Members. (a) The Members acknowledge and agree that while under the Companies Act a limited liability company (godo kaisha) does not have a requirement to convene a General Meeting of Members, for convenience they will in this Agreement (and elsewhere in the FF Operative Documents) refer to such meeting or meetings as are required under this Agreement as a “General Meeting of Members.” An annual General Meeting of Members shall be held within three (3) months from the date immediately following the last day of each Fiscal Year of the Company. A special General Meeting of Members may be held at any time and may be called by each Member, a resolution of the Board of Executive Officers or in any other manner permitted by the Articles. All General Meetings of Members shall be called and held in accordance with the Articles. The General Meetings of Members may be held at the Company’s principal office or at any other location, or, if all the Members agree, by telecommunications conferences by means of which all persons participating in the meeting can hear and be heard by each other, provided that such communications equipment continues to be operational throughout the meeting. The Members may by unanimous written consent effect any resolution that could otherwise be resolved at a General Meeting of the Members. (b) Except as otherwise provided in this Agreement, each Member shall be entitled to one vote for each JPY 1 contributed by such Member in respect of its Interests. (c) The minutes of every General Meeting of Members shall be kept with the Company’s records referred to in Section 5.5 (Records). (d) The quorum necessary for any General Meeting of Members shall be those Persons entitled to cast all of the votes held by the Members. A quorum shall be deemed not to be present at any meeting for which notice was not properly given under the Articles, unless the Member as to whom such notice was not properly given attends such meeting without protesting the lack of notice or duly executes and delivers a written waiver of notice or a written consent to the holding of such meeting.

General Meetings of Members. The Financial Trustees and the Community Fund Trustees shall meet with the Members at least once a year at a general meeting of Members. General meetings of Members concerning the Trust, the Trust Property, or its administration, shall be called by the Financial Trustees in any of the following circumstances: (a) The by Ordinary Resolution of the Financial Trustees; (b) within fifteen (15) days of receiving a copy of an Ordinary Resolution of the Community Fund Trustees requesting the Financial Trustees to call a general meeting of Members acknowledge and agree describing the matters that while under are to be dealt with at the Companies Act a limited liability company (godo kaisha) does not have a requirement to convene a General Meeting of general meeting and, if any vote will be required by the Members, for convenience they will the nature of any special business that is to be dealt with at the general meeting in this Agreement sufficient detail to permit each Member entitled to vote to form a reasoned judgment thereon; (and elsewhere in c) within fifteen (15) days of receiving a copy of a Council Resolution requesting the FF Operative Documents) refer Financial Trustees to such call a general meeting or meetings as are required under this Agreement as a “General Meeting of Members.” An annual General Meeting of Members and describing the matters that are to be dealt with at the general meeting and, if any vote will be required by the Members, the nature of any special business that is to be dealt with at the general meeting in sufficient detail to permit each Member entitled to vote to form a reasoned judgment thereon; (d) within fifteen (15) days of receiving a petition signed by at least one hundred (100) Members requesting the Financial Trustees to call a general meeting of Members and describing the matters that are to be dealt with at the general meeting and, if any vote will be required by the Members, the nature of any special business that is to be dealt with at the general meeting in sufficient detail to permit each Member entitled to vote to form a reasoned judgment thereon; and shall be held within three (3) months from the date immediately following the last day of each Fiscal Year of the Company. A special General Meeting of Members may be held at any time and may be called by each Member, a resolution of the Board of Executive Officers or in any other manner permitted by the Articles. All General Meetings of Members shall be called and held in accordance with the Articlesrules and regulations attached in Schedule "D" to this Agreement, which may be amended from time to time in accordance with Section 17.2. The General Meetings All of the Trustees shall attend all general meetings of Members may be held at the Company’s principal office or at any other locationand shall, or, if all the Members agree, by telecommunications conferences by means of which all persons participating in the meeting can hear and be heard by each other, provided that such communications equipment continues to be operational throughout the meeting. The Members may by unanimous written consent effect any resolution that could otherwise be resolved at a General Meeting of the Members. (b) Except as unless otherwise provided in this Agreement, each Member fully and fairly answer all questions that are asked of them concerning the administration of the Trust. Only Members who are "electors" under the Indian Act shall be entitled to one receive notice of, to attend at, and to vote for each JPY 1 contributed by such Member in respect of its Interests. (c) The minutes of every General Meeting at any general meeting of Members shall be kept with concerning the Company’s records referred to in Section 5.5 (Records)Trust, the Trust Property, or its administration. (d) The quorum necessary for any General Meeting of Members shall be those Persons entitled to cast all of the votes held by the Members. A quorum shall be deemed not to be present at any meeting for which notice was not properly given under the Articles, unless the Member as to whom such notice was not properly given attends such meeting without protesting the lack of notice or duly executes and delivers a written waiver of notice or a written consent to the holding of such meeting.

General Meetings of Members. (a) The Members acknowledge and agree that while under the Companies Act a limited liability company (godo kaisha) does not have a requirement to convene a General Meeting of Members, for convenience they will in this Agreement (and elsewhere in the FF Operative Documents) refer to such meeting or meetings as are required under this Agreement as a “General Meeting of Members.” An annual General Meeting of Members shall be held within three (3) months from the date immediately following the last day of each Fiscal Year of the Company. A special General Meeting of Members may be held at any time and may be called by each Member, a resolution of the Board of Executive Officers or in any other manner permitted by the Articles. All General Meetings of Members shall be called and held in accordance with the Articles. The General Meetings of Members may be held at the Company’s principal office or at any other location, or, if all the Members agree, by telecommunications conferences by means of which all persons participating in the meeting can hear and be heard by each other, provided that such communications equipment continues to be operational throughout the meeting. The Members may by unanimous written consent effect any resolution that could otherwise be resolved at a General Meeting of the Members. (b) Except as otherwise provided in this Agreement, each Member shall be entitled to one vote for each JPY 1 contributed by such Member in respect of its Interests. (c) The minutes of every General Meeting of Members shall be kept with the Company’s records referred to in Section 5.5 (Records). (d) The quorum necessary for any General Meeting of Members shall be those Persons entitled to cast all of the votes held by the Members. A quorum shall be deemed not to be present at any meeting for which notice was not properly given under the Articles, unless the Member as to whom such notice was not properly given attends such meeting without protesting the lack of notice or duly executes and delivers a written waiver of notice or a written consent to the holding of such meeting. **** Indicates that certain information contained herein has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions.