Common use of Resolutions and Voting Clause in Contracts

Resolutions and Voting. (a) Except for matters required by law to be dealt with by the Company's shareholders and the restrictions contained in Section 3, the Restated Articles of the Company shall provide that all decisions of the Company shall be resolved by simple majority vote of the Board at a properly constituted meeting. In the event that a quorum for a meeting of the Board or Tianyuan Board is not present within thirty (30) minutes after the time at which such meeting was to have commenced according to the terms of the notice convening such meeting, the meeting shall stand adjourned to a place, date, and time determined by the directors present, which date shall not be sooner than five (5) Business Days later. The directors not present shall forthwith be informed in writing of the adjournment of the meeting and the place, date and time for the resumption of the adjourned meeting. If by thirty (30) minutes after the time at which such resumed meeting was to have commenced a quorum is not present, the members of the Board or Tianyuan Board then present shall constitute a quorum. (b) The Board may adopt any resolution without a meeting if such resolution is signed by at least the number of directors required for a quorum at a Board meeting. Information supporting such resolution must be sent in written form to all of the directors then holding office and the resolution for signature must be sent to the directors no sooner than seven (7) days after the supporting information having been sent to the directors. (c) Directors nominated by Continental shall have no right to vote on the approval of the costing of the provision by Continental or an Affiliate of Continental of technical or other services to the Company or Group Companies as set out in the Company Annual Budget, except matters associated with the implementation of a Continental Exploration Budget.ii (d) Directors nominated by CTVH shall have no right to vote on matters involving CTVH or an Affiliate of CTVH, excluding matters related to the subscription by CTVH or an Affiliate of CTVH for the issuance of Ordinary Shares of the Company and matters associated with the implementation of a CTVH Exploration Budget.

Resolutions and Voting. (a) Except for matters required by law to be dealt with by the Company's shareholders and the restrictions contained in Section 3, the Restated Articles of the Company shall provide that all decisions of the Company shall be resolved by simple majority vote of the Board at a properly constituted meeting. In the event that a quorum for a meeting of the Board or Tianyuan Board is not present within thirty (30) minutes after the time at which such meeting was to have commenced according to the terms of the notice convening such meeting, the meeting shall stand adjourned to a place, date, and time determined by the directors present, which date shall not be sooner than five (5) Business Days later. The directors not present shall forthwith be informed in writing of the adjournment of the meeting and the place, date and time for the resumption of the adjourned meeting. If by thirty (30) minutes after the time at which such resumed meeting was to have commenced a quorum is not present, the members of the Board or Tianyuan Board then present shall constitute a quorum. (b) The Board may adopt any resolution without a meeting if such resolution is signed by at least the number of directors required for a quorum at a Board meeting. Information supporting such resolution must be sent in written form to all of the directors then holding office and the resolution for signature must be sent to the directors no sooner than seven (7) days after the supporting information having been sent to the directors. (c) Directors nominated by Continental shall have no right to vote on the approval of the costing of the provision by Continental or an Affiliate of Continental of technical or other services to the Company or Group Companies as set out in the Company Annual Budget, except matters associated with the implementation of a Continental Exploration Budget.iiBudget. (d) Directors nominated by CTVH shall have no right to vote on matters involving CTVH or an Affiliate of CTVH, excluding matters related to the subscription by CTVH or an Affiliate of CTVH for the issuance of Ordinary Shares of the Company and matters associated with the implementation of a CTVH Exploration Budget.

Resolutions and Voting. (a) Except for matters required by law to be dealt with by the Company's shareholders and the restrictions contained in Section 3, the Restated Articles of the Company shall provide that all decisions of the Company shall be resolved by simple majority vote of the Board at a properly constituted meeting. In the event that a quorum for a meeting of the Board or Tianyuan Tian Yuan Board is not present within thirty (30) minutes after the time at which such meeting was to have commenced according to the terms of the notice convening such meeting, the meeting shall stand adjourned to a place, date, and time determined by the directors present, which date shall not be sooner than five (5) Business Days later. The directors not present shall forthwith be informed in writing of the adjournment of the meeting and the place, date and time for the resumption of the adjourned meeting. If by thirty (30) minutes after the time at which such resumed meeting was to have commenced a quorum is not present, the members of the Board or Tianyuan Tian Yuan Board then present shall constitute a quorum. (b) The Board may adopt any resolution without a meeting if such resolution is signed by at least the number of directors required for a quorum at a Board meeting. Information supporting such resolution must be sent in written form to all of the directors then holding office and the resolution for signature must be sent to the directors no sooner than seven (7) days after the supporting information having been sent to the directors. (c) Directors nominated by Continental shall have no right to vote on the approval of the costing of the provision by Continental or an Affiliate of Continental of technical or other services to the Company or Group Companies as set out in the Company Annual Budget, except matters associated with the implementation of a Continental Exploration Budget.iiBudget. (d) Directors nominated by CTVH shall have no right to vote on matters involving CTVH or an Affiliate of CTVH, excluding matters related to the subscription by CTVH or an Affiliate of CTVH for the issuance of Ordinary Shares of the Company and matters associated with the implementation of a CTVH Exploration Budget.