Meetings of Board. Meetings of the Board shall be held at least once every quarter. Meetings of the Board may be called by the Chief Executive Officer or any Director.
Meetings of Board. (a) Regular meetings shall be held at least monthly at the place, day and hour set forth in a schedule of regular meetings for the following year that is approved by the Board at or before its Annual Meeting each year. The regular meeting of the Board in December of each year shall be the Annual Meeting. A copy of the agenda and all materials to be considered at each meeting of the Board shall be mailed, e-mailed, or delivered to each Trustee and to the elected official or administrator designated by each Member Agency to receive notice hereunder, at least two (2) days prior to the meeting, or such longer period as may otherwise be set forth in the Bylaws.
(b) Special meetings of the Board, for any purpose or purposes consistent with this Agreement may be called by the Chair and shall be called by the Chair at the request of any two Member Agencies. The requirements of subsection (a) of this Section shall apply except that the notice of any special meeting shall be given not less than five (5) nor more than twenty (20) days prior to the date of the special meeting.
(c) Notices under this section shall be deemed given upon actual delivery of a written notice, or by actual delivery of an e-mail, or three (3) days after deposit in the United States mail.
(d) All meetings of the Board shall be public meetings to the extent required by Chapter 21, Iowa Code, or any successor laws, as the same may be amended or supplemented in the future, and such rules of order as the presiding officer shall determine. Proceedings of the Board shall be published as provided by Section 28E.6 (3), Iowa Code or other applicable law.
Meetings of Board. (a) The Board may hold its meetings at the principal office of the Company, or such other location(s) as set forth in the notice of meeting which conforms to the terms of this Agreement.
(b) Except as otherwise set forth in this Agreement, meetings of the Board or a Board committee shall be held whenever called one or more Board members. Notice of the day, hour and place of holding of each meeting of the Board or any meeting of a Board committee shall be given to each Board member or committee member by email or any other method under Section 12.1, at least 72 hours before the meeting. Unless otherwise indicated in the notice thereof, any and all business may be transacted at any such meeting. At any meeting at which every Board member shall be present, even though without any notice, any business may be transacted.
(c) A quorum for the transaction of business by the Board shall consist of Board Members holding 80% of the votes then serving on the Board, and a quorum for the transaction of business by a Board committee shall consist of committee members holding a majority of the votes held by the committee members then serving on such committee. If at any meeting of the Board or committee thereof, there is less than a quorum present, holders of a majority of the votes held by those present may adjourn the meeting from time to time until a quorum is present upon Notice to all Board members.
(d) The Manager and any Board Member may participate in any meeting of the Board or a Board committee by means of conference telephone or similar communications equipment by means of which all persons participating in the meeting can hear each other, and such participation shall constitute presence in person at such meeting.
(e) Any action required or permitted to be taken at any meeting of the Board or a committee thereof may be taken without a meeting if a consent in writing, setting forth the action so taken, is signed by Board members holding the requisite number of the votes held by the Board members then serving on the Board or such committee as such action requires. Prompt notice of the taking of an action without a meeting by less than unanimous written consent shall be given to those Board members who have not consented in writing. A Board member who does not participate in any such meeting may approve any matter by email.
Meetings of Board. Meetings of the Board of Directors shall be held at least twice per year at places within or without the State of Delaware and at times fixed by resolution of the Board of Directors.
Meetings of Board. (a) Each Manager shall have one vote. Unless otherwise required by law or provided in the Articles of Organization or this Agreement, a majority of the Managers in office, either present (in person or by teleconference) or represented by proxy, shall constitute a quorum for the transaction of business at a meeting of the Board. If a quorum is present, the act of a majority of the Managers in office shall be necessary for the adoption of any resolution or approval of any action by the Board.
(b) Meetings of the Board may be held at such place or places as shall be determined from time to time by resolution of the Board. At all meetings of the Board, a Manager selected by the Board shall preside and business shall be transacted in such order as shall from time to time be determined by such Manager. Any Manager may propose any business to be transacted or matter to be acted upon by the Board at any meeting of the Board. Attendance of a Manager at a meeting (including by telephone) shall constitute a waiver of notice of such meeting, except where such Manager attends a meeting for the express purpose of objecting to the transaction of any business on the ground that the meeting is not lawfully called or convened and notifies the other Managers at such meeting of such purpose of objecting.
(c) Regular meetings of the Board shall be held at such times and places as shall be designated from time to time by resolution of the Board. Notice of such regular meetings shall be given by electronic transmission (including by facsimile or electronic mail), telephone or written notice at least 24 hours in advance of such meetings.
(d) Special meetings of the Board may be called by any Manager on notice to each other Manager. Such notice shall state the purpose or purposes of, or the business to be transacted at, such meeting. Notice of such special meetings shall be given at least 24 hours in advance of such meetings either in person or by electronic transmission (including by facsimile or electronic mail), telephone or written notice, if hand delivered (otherwise, written notice sent less than three (3) days prior to the meeting shall be given by national courier service or U.S. Postal Service).
Meetings of Board. (1) The Board shall hold regular meetings on the first and third Wednesdays of each calendar month at 8:30 A.M. at the offices of the San Bernardino Valley Municipal Water District unless the Board determines to meet at an alternate time or location in accordance with California law. The Board may suspend the holding of regular meetings so long as there is no need for Authority business. The Board may hold special meetings at any time and from time to time in accordance with law, provided that, so long as required by the Act, any action taken regarding the sale of Bonds shall occur by resolution placed on a noticed and posted meeting agenda for a regular meeting of the Authority.
(2) All regular and special meetings of the Board shall be called, noticed, held and conducted subject to the provisions of the Xxxxx X. Xxxxx Act (Chapter 9 of Part 1 of Division 2 of Title 5 of the California Government Code), or any successor legislation hereafter enacted.
(3) The Secretary of the Authority shall cause minutes of all meetings of the Board to be kept and shall, as soon as practicable after each meeting, cause a copy of the minutes to be forwarded to each member of the Board and to the Members.
(4) A majority of the members of the Board shall constitute a quorum for the transaction of business, except that less than a quorum may adjourn meetings from time to time.
Meetings of Board. (a) Regular, Special and Rescheduled Meetings.
(i) The Board shall hold regular meetings at least quarterly. Meetings shall be held at places within the United States (which may be in or outside the State of Delaware) determined by the Operating Member, or otherwise as may be agreed by the Managers or permitted pursuant to Section 3.2(d). The Operating Member shall give 30 days’ notice to the Managers of such regular meetings. Additionally, any Manager may call a special meeting upon 15 days’ notice to the Operating Member and the other Managers. In case of emergency, reasonable notice of a special meeting shall suffice.
(ii) There shall be a quorum if three Managers are present, at least one of which must be a Manager appointed by the Majority Member and at least one of which must be a Manager appointed by the Minority Member. If a quorum is not present within 30 minutes following the time appointed for the commencement of the Board meeting, any Manager present may adjourn the meeting, which then shall be automatically rescheduled for the same time of day and at the same place on the sixth Business Day thereafter at the location where the meeting is to be held. The Operating Member shall make a good faith effort to give notice to the Managers of the rescheduled meeting but otherwise shall be under no obligation to give any Manager notice thereof. A quorum shall be deemed to be present at such rescheduled meeting for all purposes under this Agreement if at least three Managers are present. Only those items included on the agenda for the original meeting (and which are not subject to 100% approval pursuant to Section 3.3(c)) may be acted upon at such a rescheduled meeting, but any matters may be considered with the consent of all Managers.
Meetings of Board. During the Sole Funding Period meetings of the Board are not required and thereafter shall be held quarterly on a date to be determined by the Board and specified in the Notice of such meeting. Special meetings of the Board may be called by any director on seven days prior Notice. In case of emergency, reasonable notice of a special meeting shall suffice. There shall be a quorum if Notice was given as provided in this Section 4.5 and at least one director representing the Shareholder with the majority of the Board Votes is present. Subject to the provisions of this Section 4.5, meetings of the Board may be held at such place or places as shall from time to time be determined by the Board and designated in the Notice of meeting. The Chairman of the Board, or his or her alternate, shall act as chairman and secretary of the meeting of the Board. The director calling a special meeting, and the Chairman of the Board with respect to regularly scheduled meetings, shall prepare a reasonably detailed agenda, which shall specifically identify any major proposed changes to operating procedures. The agenda shall accompany the Notice of the Board meetings and be sent to the directors at least seven days prior to a special meeting and at least 15 days prior to a regularly scheduled quarterly meeting, but any matters may be considered with the consent of all Shareholders.
Meetings of Board. Meetings of the Board may be called by any Manager. Notice of any meeting may, notwithstanding Section 11 below, be given, orally, in writing or by electronic transmission (including electronic mail), and shall be given to all Managers not less than forty-eight (48) hours prior to the meeting if the notice is mailed, or at least twenty-four (24) hours before the meeting if such notice is given by telephone, hand delivery, telegram, facsimile, electronic mail or other means of electronic transmission. A majority of the total number of Managers authorized pursuant to Section 3(a) shall be required to constitute a quorum for the transaction of business by the Board; provided, however, at any meeting, whether a quorum be present or otherwise, a majority of the directors present may adjourn from time to time until the time fixed for the next regular meeting of the Board, without notice other than by announcement at the meeting. A notice need not specify the purpose of any meeting. Notice of a meeting need not be given to any Manager who signs a waiver of notice, a consent to holding the meeting or an approval of the minutes thereof, whether before or after the meeting, or who attends the meeting without protesting the lack of notice prior to the commencement of the meeting. All such waivers, consents and approvals shall be filed with the Company’s records or made a part of the minutes of the meeting. Managers may participate in any meeting of the Managers by means of conference telephones or other means of electronic communication so long as all Managers participating can hear or communicate with one another. A Manager so participating is deemed to be present at the meeting.
Meetings of Board. The Board shall have an annual meeting and any other ----------------- meetings at such place as the Board may designate. Meetings of the Board shall be at times fixed by resolution of the Board, or upon the call of the chairman of the Board, the President, or any two Managers. The Secretary or officer performing the Secretary's duties shall give not less than 24 hours' notice by letter, telegraph, telephone or facsimile (or in person) of all meetings of the Board, provided that notice need not be given of the annual meeting or of regular meetings held at times and places fixed by resolution of the Board. Meeting may be held at any time without notice if all of the Managers are present, or if those not present waive notice in writing either before or after the meeting. The notice of the Managers need not state the purpose of the meeting.
