Special Voting Requirements. Without regard to any provision to the contrary in Section 8.7, with respect to any matter that shall be submitted to the Record Holders of Listed Shares entitled to vote thereon pursuant to Subsection 4.3(d), the act of the Record Holders of a majority of the Listed Shares then Outstanding shall be deemed to constitute the act of the Record Holders of Listed Shares.
Special Voting Requirements. Notwithstanding any other provision of these Bylaws, and except as set forth in the Certificate of Incorporation and Section
Special Voting Requirements. The following actions, when submitted to the stockholders of the Corporation for their consideration, shall require the affirmative vote of at least 66 2/3% of the outstanding Common Stock of the Corporation: amendment of Sections (a), (b), or (c) of Article V of the Certificate of Incorporation. The foregoing voting requirements shall not otherwise be deemed to affect the voting rights granted by this Certificate of Incorporation, the By-laws, or the Delaware General Corporation Law, to the Board.
Special Voting Requirements. In order to amend the Bylaws, except as provided in Article 19 with respect to the board of directors, two-thirds (2/3) of the Industry Sector votes cast shall be required to approve the proposed amendment. The substance of the proposed amendment must be contained in the notice of the meeting at which the vote will be taken; provided that, the Members may modify a proposed bylaw amendment at the meeting. Two-thirds (2/3) of the Industry Sector votes cast shall be required to approve any proposal to terminate the Corporation. To the extent practicable, all Member votes may be held electronically under such terms and conditions as are approved by the Board.
Special Voting Requirements. (a) Notwithstanding the provisions of Section 4.3 regarding voting requirements and subject to the other provisions of this Agreement, no action with respect to any Major Action (as defined in paragraph (b) below), shall be effective unless: (i) at all times when IB and MXUS2 are the only Holdings Members, approved by unanimous consent of the Board, or (ii) at all times when IB and MXUS2 are Holdings Members but not the only Holdings Members, approved by Directors holding a majority of the Total Votes, including the affirmative vote of all of the votes of Directors designated by each of IB and MXUS2, in each case acting at a meeting. In addition, unless approved by the Board as provided above, the Member on behalf of BOX Options shall not take or permit BOX Options to take any Major Action. No other Member votes are required for a Major Action.
Special Voting Requirements. (a) Notwithstanding the provisions of Section 4.3 regarding voting requirements and subject to the other provisions of this Agreement, no action with respect to any Major Action (as defined in paragraph (b) below), shall be effective unless: (i) at all times when IB and MXUS2 are the only Members of BOX Holdings, approved by unanimous consent of the Board, or (ii) at all times when IB and MXUS2 are Members, but not the only Members, of BOX Holdings, approved by Directors holding a majority of the Total Votes, including the affirmative vote of all of the votes of Directors designated by each of IB and MXUS2, in each case acting at a meeting. In addition, unless approved by the Board as provided above, none of the Members on behalf of BOX Holdings shall enter into or permit BOX Holdings to enter into any Major Action. No other Member votes are required for a Major Action. For the avoidance of doubt, however, no action may be taken to alter the rights specifically granted to the Class B Units or individual Members or the Exchange or adversely affect such Class B Units or Members or the Exchange, except as provided in the Members Agreement, without complying with Section 18.1.
Special Voting Requirements. The President of the Company shall --------------------------- have the authority to commit the Company vis-a-vis third parties except for the actions described in Article 20 of the Articles and further listed below which shall each require the unanimous prior approval of the Board:
Special Voting Requirements. In addition to any requirement in the Company’s Certificate of Incorporation or Bylaws, a Supermajority Vote of the Board of Directors at a duly called meeting or by written consent in lieu of a meeting shall be required for the Company to undertake any of the following actions on or before the earlier of the Call Closing Date (or, the Select Call Closing Date, should it occur) or the Put Closing Date, as applicable, or December 31, 2010:
Special Voting Requirements. Any decision of the Board relating to financial matters including, but not limited to, money, expenditures, changes in the fees or dues structure for the Roundtable, removal of a Presiding Officer or termination of a Member’s membership shall require approval by 2/3’s of the Board Members (a “Super Majority Vote”).
Special Voting Requirements. For so long as Suez holds a Strategic Interest, and without prejudice to Suez’s rights as shareholder under French law, adoption of the decisions set forth below shall require the unanimous affirmative vote of the Director(s) nominated by Suez:
