PRELIMINARY MEETINGS. 3.1. The Shareholders shall meet prior to any Preliminary General Meeting to be held within the scope of the General Shareholders’ Agreement, so as to establish the vote to be cast at said meetings. At the Preliminary Meetings held within the scope of this Shareholders’ Agreement, each Affected Share shall be entitled to one (1) vote and the resolutions taken shall be recorded in writing and bind the votes of all Shareholders in said Preliminary General Meeting.
3.2. The matters submitted to Shareholders at Preliminary Meetings shall be resolved and approved through the favorable vote of Shareholders holding fifty percent plus one (50% + 1) of the Affected Shares.
3.3. The Preliminary Meetings held within the scope of the Shareholders’ Agreement shall comply with the following rules:
3.3.1. The Preliminary Meeting shall be held on the same date when a Preliminary General Meeting takes place, with at least two (2) hours in advance, and shall be held at the Company’s headquarters; however, it may be held by conference call or video conference.
3.3.2. The Preliminary Meeting shall be considered automatically called through the call notice of the Preliminary General Meeting, and sending an additional or specific call is not necessary.
3.3.3. The Preliminary Meeting shall only be instated with the attendance of the Shareholders, AG and LF TEL, after the restructuring of ASSECA referred to in Section 5.3, with the attendance of the Shareholders, AG, AG INVESTIMENTOS and LF TEL.
3.4. In any event, the resolutions taken at the Preliminary Meetings shall be recorded in writing and shall bind the votes of all Shareholders to be cast at the Preliminary General Meeting.
3.5. The Shareholder who does not attend the Preliminary Meeting hereby undertakes to vote at the Preliminary General Meeting in accordance with what has been decided at the duly instated Preliminary Meeting from which said Shareholder was absent, without prejudice to the provision of §9 of Article 118 of the Brazilian Corporate Law.
3.6. In the event Preliminary Meetings are not instated or if the Shareholders are deadlocked, the Shareholders shall vote at the respective Preliminary General Meeting so as to keep the status quo of the Company or of “TELES”, as the case may be.
PRELIMINARY MEETINGS. 5.1 The resolutions that are the subject matter of the Annual and/or Extraordinary General Meeting or of the Board of Directors’ Meeting of Braskem may be preceded by a resolution of the Parties at a Preliminary Meeting, upon request by any of the Parties within forty-eight (48) hours of the call notice regarding the Annual and/or Extraordinary General Meeting and/or of the Board of Directors’ Meeting of Braskem, under the terms of Clause 5.2, at the convenience thereof. Representation of the Parties
5.1.1 Each Party shall have at least one (1) representative present at the Preliminary Meetings ("Representatives"), under the terms of this Shareholders’ Agreement, the Representatives being reserved the right to be accompanied by assistants. Notwithstanding this fact, Odebrecht shall be entitled to one (1) vote at the Preliminary Meetings and the Petrobras System shall be entitled to one (1) vote at the Preliminary Meetings, irrespective of the number of Representatives attending the meeting.
5.1.1.1 The Representatives shall be appointed by one Party to the other as per the notices contained in Clause 10.1 below. Any of the Representatives may be replaced at any time by the Party that appointed him/her, and such Party shall notify the other Party about the replacement also in the form of the notice set out in Clause 10.1.
PRELIMINARY MEETINGS. These may be held at EASA HQ in Cologne but the option is open to hold these at the AA. The meetings need to be carried out as required by Article 9 of Regulation (EC) No. 736/2006 between the inspection team, and the AA national coordinator.
PRELIMINARY MEETINGS. 4.1. All of the Shareholders (one representative of each Shareholder and his/its Permitted Transferees) shall convene at the time and place which shall be coordinated between them, at least four (4) Business Days before each General Meeting (a “Preliminary Meeting”) (whether annual or extraordinary), and will discuss all matters on the agenda of the General Meeting (except for the appointment of directors to the Company, with respect to which the provisions of Section 03 above shall apply).
PRELIMINARY MEETINGS. Preliminary discussion sessions may be scheduled, previous to formal bargaining, between the teams for the purpose of identifying areas of mutual concern regarding issues or other appropriate activities related to the negotiating process. As a result of these preliminary meetings,
a. the Superintendent and the Association may resolve the concern; or,
b. the Superintendent and the Association may elect to jointly develop recommendations to be submitted to the Board for consideration and approval; or,
c. issues may be identified for the negotiating sessions.
PRELIMINARY MEETINGS. In the event that Union employees desire to have preliminary meetings for a Special Conference, such meetings shall be held outside the Employer's premises and outside of their normally scheduled work hours.
PRELIMINARY MEETINGS. Both Parties are entitled to separate preliminary meetings to prepare for the annual meetings. Such meetings shall be held half a day prior to the annual meeting and the parties may invite external experts to such meetings. After the annual meeting the EWC shall have an internal meeting of half a day in order to evaluate the meeting with the Central Management. The annual meeting shall not exceed two (2) consecutive working days. Agenda The agenda for the annual meetings shall be drawn up in mutual agreement between the Central Management and the Select Committee.The final agenda and any relevant informative documents shall be distributed to all attendees at least three (3) weeks before the date of the annual meeting. The Central Management will have the responsibility for distributing the final agenda and related documents to the EWC representatives. Minutes of the Meeting The minutes of the meetings shall be drawn up in mutual agreement between the Central Management and the EWC. Central Management will arrange for the minutes to be taken during the meeting. The minutes shall be distributed for review to all EWC representatives within ten (10) days after the meeting has been conducted. The EWC representatives will provide it’s comments within an additional ten (10) days through the Select Comrnittee for communication to the Central Management. The minutes shall be translated into local language by the Central Management in consultation with the Select CornJnittee ant thereafter be provided to the EWC representatives. The EWC representative shall be responsible for the distribution of the minutes to the local employees which he or she represents.
PRELIMINARY MEETINGS. CONTRACT 42d 9/5/96 11/1/96 2....
PRELIMINARY MEETINGS. 3.1. The Shareholders shall meet prior to any Preliminary General Meeting to be held within the scope of the General Shareholders’ Agreement, so as to establish the vote to be cast at said meetings. At the Preliminary Meetings held within the scope of this Shareholders’ Agreement, each Affected Share shall be entitled to one (1) vote and the resolutions taken shall be recorded in writing and bind the votes of all Shareholders in said Preliminary General Meeting. Moreover, the Parties undertake to make sure that the vote of their representatives at the Meetings of the Board of Directors is in accordance with the decision made at the Preliminary General Meetings and also to make arrangements for its implementation.
3.2. At the Preliminary General Meetings, the matters within the scope of the General Meetings and of the Board of Directors of the Company and of its Subsidiaries, which are not subject to the special quorums set forth in this Section 3, shall be resolved through the vote of representatives of fifty percent plus one (50% + 1) of the Affected Shares, calculated as described in Section 3.1 above.
3.2.1. The matters described below, before being submitted to the Board of Directors and the General Meetings of the Company and its Subsidiaries, shall mandatorily be resolved in a Preliminary General Meeting, and they shall only be approved through the favorable vote of shareholders, through their representatives, when reaching the respective percentage, as defined in the following sub-items, calculated as per Section 3.1 above:
(i) any amendment to the bylaws of the Company and its Subsidiaries, except for the bylaw- related matters referred to in items II and III of this Section, which shall comply with the quorums stipulated thereon;
(i) any individual transaction between the Company and its Subsidiaries, on one side, and its Shareholders and any Related Parties, on the other side, in an amount higher than two million reais (R$2,000,000);
(ii) any agreement executed between TELEMAR NORTE LESTE S.A. and the Company or any of its Subsidiaries, irrespective of the amount of the transaction;
(iii) approval of the policy for donation of goods and funds;
(iv) annual investments of any nature, which have not been estimated on the respective budgets, in projects exceeding, either individually or cumulatively, the amount of ten million reais (R$10,000,000.00);
(v) approval of the Chief Executive Officer of CONTAX PARTICIPAÇÕES S.A. and of any of the Subsidiari...
PRELIMINARY MEETINGS. 3.1. The Shareholders shall meet prior to any Preliminary General Meeting to be held within the scope of the General Shareholders’ Agreement, so as to establish the vote to be cast at said meetings. At the Preliminary Meetings held within the scope of this Shareholders’ Agreement, each Affected Share shall be entitled to one (1) vote and the resolutions taken shall be recorded in writing and bind the votes of all Shareholders in said Preliminary General Meeting.
3.2. The matters submitted to Shareholders at Preliminary Meetings shall be resolved and approved through the favorable vote of Shareholders holding fifty percent plus one (50% + 1) of the Affected Shares.
3.3. The Preliminary Meetings held within the scope of the Shareholders’ Agreement shall comply with the following rules:
3.3.1 . The Preliminary Meeting shall be held on the same date when a Preliminary General Meeting takes place, with at least two (2) hours in advance, and shall be held at the Company’s headquarters; however, it may be held by conference call or video conference.
3.3.2 . The Preliminary Meeting shall be considered automatically called through the call notice of the Preliminary General Meeting, and sending an additional or specific call is not necessary.
