Common use of Quorum and Action Clause in Contracts

Quorum and Action. Except as otherwise expressly required by applicable law, the Certificate or these By-laws, at any meeting of the Board, the presence of at least a majority of the entire Board shall constitute a quorum for the transaction of business; but if there shall be less than a quorum at any meeting of the Board, a majority of those present may adjourn the meeting from time to time. Unless otherwise provided by applicable law, the Certificate or these By-laws, the vote of a majority of the Directors present at any meeting at which a quorum is present shall be necessary for the approval and adoption of any resolution or the approval of any act of the Board.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Northeast Utilities System), Agreement and Plan of Merger (Consolidated Edison Inc), Agreement and Plan of Merger (Consolidated Edison Inc)

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Quorum and Action. Except as otherwise expressly required by applicable lawthe Certificate, the Certificate or these By-lawsLaws or applicable law, at any meeting of the Board, the presence of at least a majority of the entire Board number of Directors fixed pursuant to these By-Laws shall constitute a quorum for the transaction of business; but if there shall be less than a quorum at any meeting of the Board, a majority of those present may adjourn the meeting from time to time. Unless otherwise provided by applicable law, the Certificate or these By-lawsLaws, the vote of a majority of the Directors present at any meeting at which a quorum is present shall be necessary for the approval and adoption of any resolution or the approval of any act of the Board.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Duke Energy CORP), Agreement and Plan of Merger (Cinergy Corp), Agreement and Plan of Merger (Duke Energy Corp)

Quorum and Action. Except as otherwise expressly required by the Certificate, these By- laws or applicable law, the Certificate or these By-laws, at any meeting of the Board, the presence of at least a majority of the entire Board shall constitute a quorum for the transaction of business; but if there shall be less than a quorum at any meeting of the Board, a majority of those present may adjourn the meeting from time to time. Unless otherwise provided by applicable law, the Certificate or these By-laws, the vote of a majority of the Directors present at any meeting at which a quorum is present shall be necessary for the approval and adoption of any resolution or the approval of any act of the Board.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (System Energy Resources Inc), Agreement and Plan of Merger (Florida Power & Light Co)

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Quorum and Action. Except as otherwise expressly required by applicable law, the Certificate Articles of Incorporation or these By-laws, at any meeting of the Board, the presence of at least a majority one-third of the entire Board shall constitute a quorum for the transaction of business; but if there shall be less than a quorum at any meeting of the Board, a majority of those present may adjourn the meeting from time to time. Unless otherwise provided by applicable law, the Certificate Articles of Incorporation or these By-laws, the vote of a majority of the Directors present (and not abstaining) at any meeting at which a quorum is present shall be necessary for the approval and adoption of any resolution or the approval of any act of the Board.

Appears in 1 contract

Samples: Facility Agreement

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