Common use of Stockholders’ Consent in Lieu of Meeting Clause in Contracts

Stockholders’ Consent in Lieu of Meeting. Any action required by the General Corporation Law to be taken at any annual or special meeting of stockholders, and any action which may be taken at any annual or special meeting of stockholders, may be taken without a meeting, without prior notice and without a vote, if a consent in writing, setting forth the action so taken, shall be signed by the recordholders of shares having not less than the minimum number of votes necessary to authorize or take such action at a meeting at which the recordholders of all shares entitled to vote thereon were present and voted.

Appears in 4 contracts

Samples: Business Combination Agreement (Namib Minerals), Business Combination Agreement (ExcelFin Acquisition Corp.), Merger Agreement (PeopleSupport, Inc.)

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Stockholders’ Consent in Lieu of Meeting. Any action required by the General Corporation Law DGCL to be taken at any annual or special meeting of stockholdersthe stockholders of the Corporation, and or any action which may be taken at any annual or special meeting of such stockholders, may be taken without a meeting, without prior notice and without a vote, if a consent in writing, setting forth the action so taken, shall be signed by the recordholders holders of shares outstanding stock having not less than the minimum number of votes that would be necessary to authorize or take such action at a meeting at which the recordholders of all shares entitled to vote thereon were present and voted.

Appears in 2 contracts

Samples: Merger Agreement (Martin Marietta Materials Inc), Merger Agreement (Martin Marietta Materials Inc)

Stockholders’ Consent in Lieu of Meeting. Any action required by the General Corporation Law to be taken at any annual or special meeting of stockholdersStockholders, and any action which may be taken at any annual or special meeting of stockholdersStockholders, may be taken without a meeting, without prior notice and without a vote, if a consent in writing, setting forth the action so taken, shall be signed by the recordholders of shares Shares having not less than the minimum number of votes necessary to authorize or take such action at a meeting at which the recordholders of all shares Shares entitled to vote thereon were present and voted.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Seagram Co LTD), By Laws (Imax Corp)

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Stockholders’ Consent in Lieu of Meeting. Any action required by the General Corporation Law to be taken at any annual or special meeting of stockholders, and any action which may be taken at any annual or special meeting of stockholders, may be taken without a meeting, without prior notice and without a vote, if a consent in writing, setting forth the action so taken, shall be signed by the recordholders of shares having not less than 70% of the minimum number of votes necessary entitled to authorize be cast with respect to such matter, unless a greater percentage is specifically required under these Bylaws or take the General Corporation Law if such action were taken at a meeting at which of the recordholders of all shares entitled to vote thereon were present and votedstockholders.

Appears in 1 contract

Samples: Merger Agreement (Gogo Inc.)

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