Unanimous Approval. The Stockholders have unanimously approved this Agreement and the transactions contemplated hereby. Accordingly, there are no Dissenting Shares.
Unanimous Approval. Certain major decisions involving the Company shall require unanimous approval of the Managers. Without limiting the generality of the preceding sentence, the following actions shall require unanimous approval of the Managers:
(i) amending the Certificate of Formation of the Company;
Unanimous Approval. Subject to the procedures described below in this Section, the following Major Decisions shall not be made on behalf of the Partnership by any General Partner without the prior written consent of all of the Partners:
(i) filing a petition for relief in bankruptcy under any federal bankruptcy law or any other jurisdiction's debtor relief law;
(ii) making any decision or taking any action which would make it impossible to carry on the Partnership's business and affairs; or
(iii) violating this Agreement in any manner.
Unanimous Approval. The AuRico Board has unanimously approved the Arrangement and the entering into of this Agreement and has resolved to unanimously recommend that AuRico Shareholders approve the AuRico Resolution.
Unanimous Approval. The following matters shall require unanimous approval by all members of the Governance Committee entitled to vote at any meeting called to consider such matters, which approval shall be exercised in accordance with the provisions of this Agreement:
a) The expansion and/or redevelopment of the Shared Areas;
b) The assignment of this Agreement by any of the Parties as contemplated within this Agreement;
c) The execution, termination or enforcement of any lease or license (containing a term of greater than one (1) month) of a portion of the Shared Areas to a third party.
Unanimous Approval. The following matters (in addition to ------------------ those otherwise expressly set forth herein) shall require the unanimous vote, approval or consent of all Members who are not the subject of a Dissolution Event or an assignor of a Membership Interest:
(i) Except as otherwise set forth herein, the transfer of a Membership Interest and admission of the Assignee as a Member of the Company in accordance with Article VII;
(ii) Any amendment of the Articles; and
(iii) A decision to compromise the obligation of a Member to return money or property paid or distributed in violation of the Act.
Unanimous Approval. The Northgate Board has unanimously approved the Arrangement and the entering into of this Agreement and has resolved to unanimously recommend that Northgate Shareholders approve the Northgate Resolution.
Unanimous Approval. Resolutions of the Board of Directors involving the following matters shall be adopted only upon the unanimous affirmative vote of all Directors (whether present in person or by proxy) at a duly convened meeting:
(a) Amendment of the Articles of Association;
(b) Increase, reduction or assignment of registered capital and the adjustment of each Party’s share of interest in the registered capital of the Company;
(c) Increase or reduction of the total amount of investment of the Company;
(d) Merger or consolidation of the Company with any other economic organization or reorganization of the Company; and
(e) Extension, termination, liquidation or dissolution of the Company.
Unanimous Approval. Every share of Company Capital Stock entitled to vote upon the Merger shall have been voted in favor of the Merger.
Unanimous Approval. With respect to the approval of the Arrangement by the Board, the term "unanimously" shall mean the approval by every director of the Company present at a duly convened meeting of the Board, other than any director who refrains from voting on the approval of the Arrangement pursuant to subsection 132(5) of the OBCA due to the fact that he is entitled to compensation solely in his capacity as an employee of the Company in accordance with his employment agreement and his holdings of Incentive Securities.
