Common use of Quorum and Manner of Acting Clause in Contracts

Quorum and Manner of Acting. Unless the certificate of incorporation or these bylaws require a greater number, a majority of the total number of directors shall constitute a quorum for the transaction of business, and the affirmative vote of a majority of the directors present at a meeting at which a quorum is present shall be the act of the Board of Directors. When a meeting is adjourned to another time or place (whether or not a quorum is present), notice need not be given of the adjourned meeting if the time and place thereof are announced at the meeting at which the adjournment is taken. At the adjourned meeting, the Board of Directors may transact any business which might have been transacted at the original meeting. If a quorum shall not be present at any meeting of the Board of Directors the directors present thereat shall adjourn the meeting, from time to time, without notice other than announcement at the meeting, until a quorum shall be present.

Appears in 6 contracts

Samples: Merger Agreement (Spark Therapeutics, Inc.), Agreement and Plan of Merger (Onvia Inc), Merger Agreement (Shire PLC)

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Quorum and Manner of Acting. Unless the certificate Certificate of incorporation Incorporation or these bylaws Bylaws require a greater number, a majority of the total number Board of directors Directors shall constitute a quorum for the transaction of businessbusiness at any meeting of the Board of Directors and, and except as otherwise expressly required by law or by the affirmative vote Certificate of Incorporation, the act of a majority of the directors present at a meeting at which a quorum is present shall be the act of the Board of Directors. When a meeting is adjourned to another time or place (whether or not a quorum is present), notice need not be given of the adjourned meeting if the time and place thereof are announced at the meeting at which the adjournment is taken. At the adjourned meeting, the Board of Directors may transact any business which might have been transacted at the original meeting. If a quorum shall not be present at any meeting of the Board of Directors Directors, the directors present thereat shall adjourn the meeting, from time to time, without notice other than announcement at the meeting, until a quorum shall be present.

Appears in 5 contracts

Samples: Business Combination Agreement (GS Acquisition Holdings Corp II), Business Combination Agreement (Pioneer Merger Corp.), Merger Agreement (D8 Holdings Corp.)

Quorum and Manner of Acting. Unless the certificate Certificate of incorporation Incorporation or these bylaws Bylaws require a greater number, a majority of the total number of directors shall constitute a quorum for the transaction of business, and the affirmative vote of a majority of the directors present at a meeting at which a quorum is present shall be the act of the Board of Directors. When a meeting is adjourned to another time or place (whether or not a quorum is present), notice need not be given of the adjourned meeting if the time and place thereof are announced at the meeting at which the adjournment is taken. At the adjourned meeting, the Board of Directors may transact any business which might have been transacted at the original meeting. If a quorum shall not be present at any meeting of the Board of Directors Directors, the directors present thereat shall adjourn the meeting, from time to time, without notice other than announcement at the meeting, until a quorum shall be present.

Appears in 1 contract

Samples: Business Combination Agreement (GS Acquisition Holdings Corp II)

Quorum and Manner of Acting. Unless the certificate of incorporation or these bylaws require a greater number, a majority of the total number of directors shall constitute a quorum for the transaction of business, and the affirmative vote of a majority of the directors present at a meeting at which a quorum is present shall be the act of the Board board of Directorsdirectors. When a meeting is adjourned to another time or place (whether or not a quorum is present), notice need not be given of the adjourned meeting if the time and place thereof are announced at the meeting at which the adjournment is taken. At the adjourned meeting, the Board board of Directors directors may transact any business which might have been transacted at the original meeting. If a quorum shall not be present at any meeting of the Board board of Directors directors, the directors present thereat shall adjourn the meeting, from time to time, without notice other than announcement at the meeting, until a quorum shall be present.

Appears in 1 contract

Samples: Reorganization Agreement (Cobalt International Energy, Inc.)

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Quorum and Manner of Acting. Unless the certificate of incorporation Certificate or these bylaws By-laws require a greater number, a majority of the total number of directors then in office shall be present in person at any meeting of the Board in order to constitute a quorum for the transaction of businessbusiness at such meeting, and the affirmative vote of a majority of the those directors present at a any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board of DirectorsBoard. When a meeting is adjourned to another time or place (whether or not a quorum is present), notice need not be given of the adjourned meeting if the time and place thereof are announced at the meeting at which the adjournment is taken. At the adjourned meeting, the Board of Directors may transact any business which might have been transacted at the original meeting. If a quorum shall not be present at any meeting of the Board of Directors the directors present thereat shall may adjourn the meeting, from time to time, without notice other than announcement at the meeting, until a quorum shall be present.

Appears in 1 contract

Samples: By Laws (Artemis International Solutions Corp)

Quorum and Manner of Acting. Unless the certificate of incorporation Certificate or these bylaws By-laws require a greater number, a majority of the total number of directors then in office shall be present in person at any meeting of the Board in order to constitute a quorum for the transaction of businessbusiness at such meeting, and the affirmative vote of a majority of the those directors present at a any such meeting at which a quorum is present shall be necessary for the passage of any resolution or act of the Board of DirectorsBoard. When a meeting is adjourned to another time or place (whether or not a quorum is present), notice need not be given of the adjourned meeting if the time and place thereof are announced at the meeting at which the adjournment is taken. At the adjourned meeting, the Board of Directors may transact any business which might have been transacted at the original meeting. If a quorum shall not be present at any meeting of the Board of Directors the directors present thereat shall may adjourn the meeting, from time to time, without notice anything other than an announcement at the meeting, until a quorum shall be present.

Appears in 1 contract

Samples: Merger Agreement (Dj Orthopedics Capital Corp)

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