Shareholder Voting. To the extent that matters pertaining to the Plan or to the shares are submitted to shareholders for approval, only the holders of shares shall be entitled to vote thereon.
Shareholder Voting. (a) Oversee the activities of proxy solicitation firms;
(b) Receive and tabulate Shareholder votes by proxy or otherwise, coordinate the tabulation of proxy and Shareholder meeting votes and provide standard reports thereon to the Trust, the Executive Officers and the Adviser; and
(c) Perform such other additional proxy-related services as may be specified from time to time by the Trust, pursuant to mutually acceptable compensation and implementation agreements.
Shareholder Voting. With respect to any matter described in Section 2.3(a)(i)-(xxiii) (a “Veto Matter”) that is brought to a vote of the Shareholders, the approval of such Veto Matter shall require the affirmative written vote of each Shareholder party to this Agreement owning (together with its Permitted Transferees) the Minimum Shareholders Amount (a “Veto Shareholder”). At least five Business Days prior to any Shareholders’ meeting at which a vote on a Veto Matter is scheduled to occur, the Veto Shareholders shall notify the other Veto Shareholders of their vote on such Veto Matter. If the Veto Shareholders are not unanimous in their approval of such Veto Matter, or if at least one of the Veto Shareholders has failed to notify the other Veto Shareholders of its vote on such veto Matter, each Veto Shareholder shall oppose such matter at the shareholders meeting unless the Veto Shareholder that failed to notify the other Veto Shareholders of its vote on such matter votes in favor of the approval of such Veto Matter at such meeting. If all Veto Shareholders are in unanimous agreement to approve such Veto Matter, they shall vote accordingly at the Shareholders’ meeting. If the Veto Shareholders are not unanimous in their approval of such Veto Matter, or if one of the Veto Shareholders has failed to notify the other Veto Shareholders of its vote on such matter, each Veto Shareholder shall oppose such matter at the shareholders meeting unless the Veto Shareholder that failed to so notify the other Veto Shareholders votes in favor of the approval of such Veto Matter at such meeting. The Company, upon becoming a party hereto, shall not take any action or permit a Controlled Company to take any action with respect to a Veto Matter that has been brought to a vote of the Shareholders unless the Veto Shareholders have voted unanimously to approve such matter. For so long as CVH owns a beneficial interest, directly or indirectly, in VLG, in the event that a matter other than a Veto Matter is brought to a vote of the Shareholders, VLG shall only participate in such meeting of Shareholders if any Company Shares held by VLG shall be voted as instructed by CVH or otherwise not attend such meeting. The agenda for any Shareholders’ meeting shall not include a Veto Matter and a matter other than a Veto Matter under the same point of the agenda for such Shareholders’ meeting.
Shareholder Voting. Except as provided in Article II, Section 4.9, Section 10.2, Section 11.1, Section 13.2 and Section 13.3 of this Declaration of Trust, notwithstanding any provision of law permitting any particular action to be approved by the affirmative vote of the Shareholders of the Company entitled to cast a greater number of votes, any such action shall be effective and valid if declared advisable and approved by the Board of Trustees, and approved by a majority of the votes cast at a meeting of Shareholders at which a quorum is present. All shares of all classes shall vote together as a single class provided that: (a) as to any matter with respect to which a separate vote of any class is required by the 1940 Act or any orders issued thereunder, such requirement as to a separate vote by that class shall apply in lieu of a general vote of all classes; (b) in the event that separate voting requirements apply with respect to one or more classes, then subject to subparagraph (c), the shares of all other classes not entitled to a separate vote shall vote together as a single class; and (d) as to any matter which in the judgment of the Board (which judgment shall be conclusive) does not affect the interest of a particular class, such class shall not be entitled to any vote and only the holders of shares of the one or more affected classes shall be entitled to vote. Notwithstanding any other provisions of this Declaration of Trust or the Bylaws to the contrary, for such matters that require the vote of a majority of the outstanding voting Shares of the Company under the 1940 Act, such majority vote shall be determined as set forth in Section 2(a)(42) of the 0000 Xxx. The provisions of this Section 4.3 shall be subject to the limitations of the 1940 Act and other applicable statutes or regulations.
Shareholder Voting. To the extent holders of Preferred Shares are entitled to vote at an annual or special meeting of the Corporation, Preferred Shares held under the Plan by the Plan Agent for a Shareholder’s account on the record date for a vote of Shareholders will be voted in accordance with such Shareholder’s instructions given on a form to be furnished to the Shareholder by the Plan Agent. Preferred Shares for which voting instructions are not received will not be voted. No voting rights will attach to any fraction of a Preferred Share held for a Shareholder’s account under the Plan.
Shareholder Voting. On all matters raised to a vote in a general meeting of Company, Sxxxxxxxxxx agrees to be present, in person or by proxy, at all meetings of shareholders for the vote thereon, to vote all Shares in favor of the proposed action, or in connection with any solicitation of written consents from the stockholders of Company, to consent to the proposed action, and raise no objections to the proposed action, and to waive and refrain from exercising any dissenters rights, appraisal rights or similar rights in connection with such proposed action.
Shareholder Voting. Prior to a Voting Termination Event, all such actions taken by, in the name of or on behalf of the holders of Common Stock shall require an affirmative vote of the holders representing at least eighty percent (80%) of the issued and outstanding shares entitled to vote. Upon a Voting Termination Event, all such actions taken by, in the name of or on behalf of the holders of Common Stock shall require an affirmative vote of a majority of the issued and outstanding shares entitled to vote.
Shareholder Voting. With respect to any matter or action that requires the affirmative vote or approval of Shareholders, MDZ shall vote its Shares in the same manner as NewCo elects to vote its Shares, except for any matter that requires, but does not obtain, a Supermajority Board Approval or a Consensus Board Approval and except as may otherwise be required by law.
Shareholder Voting. Holders of the outstanding Series B Preferred Stock shall be entitled to cast, on all matters submitted to a vote of all of the shareholders of the Corporation (including in the election of directors, except as set forth in Subsections 9(b)(iv) and 9(b)(v)) and on which shareholders are entitled to vote under the provisions of the Wyoming Business Corporation Act, that number of votes equal to the number of Common Shares into which such outstanding Series B Preferred Stock is then convertible under Subsection 9(c)(iii) at the record date for the determination of shareholders entitled to vote on such matter, and with respect to such vote, shall be entitled, notwithstanding any provision hereof, to notice of any stockholders' meeting in accordance with the Bylaws of this Corporation. Fractional votes shall not, however, be permitted and any fractional voting rights resulting from the aforementioned formula (after aggregating all shares into which shares of Series B Preferred Stock held by each holder could be converted) shall be rounded to the nearest whole number (with one-half rounded upward to one). In addition to their right to elect the Series B Director, as provided below, and except as set forth in Subsections 9(b)(iv) and 9(b)(v), holders of Series B Preferred Stock shall vote together with the holders of Series A Preferred Stock and Common Shares on all such matters except as otherwise provided herein.
Shareholder Voting. Acquired Corporation shall on the date ------------------ of execution of this Agreement obtain and submit to BancGroup an agreement from its directors, executive officers and affiliates substantially in the form set forth in Exhibit A.
