Quorum for Board Meetings Sample Clauses

Quorum for Board Meetings. The quorum necessary for a meeting (including, without limitation, any adjourned meeting) of the Board shall be three (3) Directors.

Quorum for Board Meetings. A quorum for a meeting of the Board shall be the presence of a majority of all Directors then in office. No meeting of the Board shall be validly convened or constituted unless a quorum is present at such meeting.

Quorum for Board Meetings. A majority of the directors constitute a quorum at a meeting of the board.

Quorum for Board Meetings. 4.7.1 The quorum for all meetings of the Board shall require the presence of at least 1 (one) Minority Shareholder Director and at least 1 (one) Investor Director (unless waived in writing by the relevant Minority Shareholder Director and/or the relevant Investor Director, as the case may be, prior to the meeting) at the commencement of and throughout the entire duration of any meeting of the Board. Subject to Applicable Law, participation of the Directors at any meeting of the Board by video conferencing or by any other audio visual or electronic means (as permitted under Applicable Law) shall also be counted for the purpose of constituting valid quorum for a meeting of the Board. SHAREHOLDERS’ AGREEMENT 4.7.2 In the event that valid quorum (as required under Clause 4.7.1 above) is not constituted within 30 (thirty) minutes of the appointed time for any meeting of the Board (as specified in the notice of such meeting of the Board, delivered to all Directors in accordance with Clause 4.6.2), such meeting shall be adjourned to a date which falls on the 7th (seventh) day following the originally scheduled date of such Board meeting (“Adjourned Meeting”) and the appointed time for such Adjourned Meeting shall be the same as the appointed time for the originally scheduled Board meeting (as specified in the notice of such meeting of the Board, delivered to all Directors in accordance with Clause 4.6.2). If valid quorum (as required under Clause 4.7.1 above) is not constituted within 30 (thirty) minutes of the appointed time for holding such Adjourned Meeting, then, subject to Applicable Law, the Directors present at the Adjourned Meeting may take decisions with respect to all matters proposed to be transacted at such Adjourned Meeting. For avoidance of doubt, it is clarified that, no Reserved Matter shall be transacted or decided or voted upon at any meeting of the Board (including any Adjourned Meeting) unless any of the Minority Shareholder Directors or any of the Minority Shareholders or the Minority Shareholders’ representative, in each case, acting on behalf of the Minority Shareholders, has granted prior written approval, or waived the Minority Shareholders’ consent, for such Reserved Matter prior to such meeting.

Quorum for Board Meetings. A quorum for the transaction of business at any meeting of the Board of a Company shall be a majority of Directors, including each of the VW Director, the JJDC Director and the PVI Director. If a quorum is not present at the commencement of a Board meeting, then the Directors present may not transact any business and such Directors shall be deemed to have adjourned such meeting to the same time and place on the same day the following week. At such reconvened meeting, a quorum for the transaction of business shall be a majority of Directors, one of whom shall be either the VW Director, the JJDC Director or the PVI Director.

Quorum for Board Meetings. (a) Where a Minority Investors Director has been appointed: (i) and the business of the meeting includes a Board Reserved Matter, the quorum necessary for the transaction of any business by the Board (except for a meeting which has been reconvened in accordance with clause 8.3(c) and to which the provisions of that clause apply) is two Directors (including at least one Minority Investors Director) both present at the commencement and throughout the whole of the meeting; or (ii) and the business of the meeting does not include a Board Reserved Matter, the quorum necessary for the transaction of any business by the Board (except for a meeting which has been reconvened in accordance with clause 8.3(c) and to which the provisions of that clause apply) is two Ingredion Directors both present at the commencement and throughout the whole of the meeting. (b) If a quorum is not present within 30 minutes of the time when the meeting should have started, or, if during the meeting there is no longer a quorum, the meeting must be adjourned and reconvened for the date being two Business Days after, and at the same time and place as the meeting in question. (c) At any reconvened meeting, if a quorum is not present within 30 minutes of the time when the meeting should have started, or if during the meeting, there is no longer a quorum, any one Ingredion Director will be a quorum. (d) Where no Minority Investors Director has been appointed, the quorum necessary for the transaction of any business by the Board, including a Board Reserved Matter, shall be two Ingredion Directors.

Quorum for Board Meetings. At any meeting of the Board, a majority of the entire Board shall constitute a quorum. If there is less than a quorum at any meeting of the Board, such Directors present at the meeting shall adjourn the meeting from time to time for such period of time as may be approved by a majority of the votes present and shall cause notice of such adjournment to be delivered to all of the Directors who were absent from the adjourned meeting.

Quorum for Board Meetings. At any meeting of the board, a quorum for the transaction of business shall be a majority of the number of directors in office from time to time. The board shall not transact business at a meeting of directors unless the minimum number of resident Canadian directors required by the Act is present.

Quorum for Board Meetings. A quorum of the Board shall include at least 1 (one) Investor Director at the commencement and throughout the duration of the meeting where any Specified Matters are proposed to be or are considered. If the Investor Director is not present at any meeting of the Board ("Initial Meeting"), the meeting shall be adjourned to the same time and place in the next week (unless otherwise agreed by all the Directors) or if that day is not a day to the immediately succeeding business day. Not less than 5 (five) days notice shall be given of any adjourned meeting ("Adjourned Meeting"). At the Adjourned Meeting, the Board, in the absence of the Investor Director, the Board can decide upon matters other than the Specified Matters as provided in Clause 4.3.5. If the Investor Director is unable to attend the Initial Meeting he shall on or before the date of the Adjourned Meeting convey in writing to the Company his acceptance or disagreement in relation to the Specified Matter proposed to be considered at such Initial Meeting or the Adjourned Meeting. It is understood between the Parties, that the Promoters shall ensure that none of the Specified Matters will be taken up at the Shareholders Meeting (except an agenda item for dividend required under the Act to be taken-up at the Annual General Meeting of the Company) unless: (i) it has been approved at the Board meeting with Investor Director voting in favor of such resolution, or (ii) the Investor Director has given his affirmative consent in writing to take-up and consider such Specified Matter at the Shareholders meeting. The Promoters and the Company in so far as the XXX Group Companies are concerned shall not exercise their voting rights at the Board and/or the Shareholders meeting against the decision conveyed by the Investor Director.

Quorum for Board Meetings. (a) The quorum for a meeting of directors is at least a majority of the total number of Directors, unless the Directors agree otherwise in writing, and if a quorum is not present at a board meeting within 30 minutes from the scheduled time for such meeting, the meeting is adjourned to the same time and place on the following day. (b) The quorum for the adjourned meeting is any 2 Directors, and if a quorum is not present at this meeting within 30 minutes for the scheduled time for such adjourned meeting, then the meeting is automatically dissolved.