Voting by a Member Sample Clauses

Voting by a Member. Members who own Investor Units shall be entitled to cast one vote for each Investor Unit they own. Except as otherwise specifically provided in this Agreement, Members who own Investor Units (but not Economic Interest Owners) shall have the right to vote only upon the following matters: 8.2.1 Removal of the Manager as provided in this Agreement;
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Voting by a Member. Members shall be entitled to cast one vote for each Percentage Interest attributable to their Membership Interest. Except as otherwise specifically provided in this Agreement, Members shall have the right to vote only upon the following matters: 8.2.1 Admission of the Manager or election to continue the business of the Company after the Manager ceases to be the Manager when there is no remaining Manager;
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Voting by a Member. Members who own Units shall be entitled to cast one vote for each Unit they own. Except as otherwise specifically provided in this Agreement, Members who own Units (but not Economic Interest Owners) shall have the right to vote only upon the following matters: 8.2.1 Removal of the Manager as provided in this Agreement; 8.2.2 Admission of the Manager or election to continue the business of the Company after the Manager ceases to be the Manager when there is no remaining Manager; 8.2.3 Amendment of this Agreement; 8.2.4 Any merger or combination of the Company or roll-up of the Company; and 8.2.5 Dissolution and winding up of the Company as set forth in Section 13.1.
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Voting by a Member. Members who own Interests shall be entitled to cast one vote for each Interest they own. Except as otherwise specifically provided in this Agreement, Members who own Interests (but not Economic Interest Owners) shall have the right to vote only upon the following matters: (i) Removal of the Manager as provided in this Agreement; (ii) Admission of the Manager or election to continue the business of the Company after the Manager ceases to be the Manager when there is no remaining Manager; (iii) Amendment of this Agreement; (iv) Dissolution and winding up of the Company as set forth in Section 13.1; (v) The sale of all or substantially all of the assets of the Company; (vi) Election to continue the business of the Company as set forth in Section 13.1(d) when there is a Dissolution Event; and (vii) Election to obtain audited financial statements as set forth in Section 12.3(b) (i) Any amendment to this Agreement; and (ii) The admission of an additional or successor Manager when the Manager will continue as such.
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Voting by a Member. Members who own Investor Units shall be entitled to cast one vote for each Investor Unit they own. Except as otherwise specifically provided in this Agreement or any mandatory provision of the Act, Members who own Investor Units (but not Economic Interest Owners) shall have the right to vote only upon the following matters: 8.2.1 Removal of the Manager as provided in this Agreement; 8.2.2 Amendment of this Agreement; 8.2.3 Any merger, combination or “roll-up” of the Company or any UPREIT, DOWNREIT or other similar transaction with a real estate investment trust; 8.2.4 Dissolution and winding up of the Company as set forth in Section 13.1; 8.2.5 The sale of all or substantially all of the assets of the Company; and 8.2.6 Election to obtain audited financial statements as set forth in Section 12.3.2. Notwithstanding any provision hereof to the contrary, when acting on matters subject to the vote of the Members, notwithstanding that the Company is not then insolvent, all of the Members shall, to the fullest extent permitted by law (including § 18 – 1101(c) of the Act), take into account the interest of the Company’s creditors, as well as those of the Members.
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Voting by a Member. Members who own Class A Units shall be entitled to cast one vote for each Class A Unit they own. Except as otherwise specifically provided in this Agreement, Members who own Class A Units (but not Economic Interest Owners) shall have the right to vote only upon the following matters: 8.2.1 Removal of the Manager as provided in this Agreement; 8.2.2 Admission of the Manager or election to continue the business of the Company after the Manager ceases to be the Manager when there is no remaining Manager; 8.2.3 Amendment of this Agreement; 8.2.4 Any merger or combination of the Company or roll up of the Company that is not in accordance with Section 11; 8.2.5 Dissolution and winding up of the Company as set forth in Section 13.1; 8.2.6 The sale of all or substantially all of the assets of the Company other than pursuant to Section 8.2.8; 8.2.7 Election to continue the business of the Company as set forth in Section 13.1.5 when there is a Dissolution Event; and 8.2.8 Election to force the sale of an Investment as set forth in Section 3.7.
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Voting by a Member. Members who own Units shall be entitled to cast one vote for each Unit they own. Except as otherwise specifically provided in this Agreement, Members who own Units shall have the right to vote only upon the following matters: 7.2.1 removal of the Manager as provided in this Agreement; 7.2.2 except as set forth in Section 9.4 of this Agreement, admission or election of a substitute Manager, or election to continue the business of the Company by Majority Vote of the Units after the Manager ceases to be the Manager when there is no remaining Manager; 7.2.3 amendment of this Agreement, except in cases in which the Manager has sole authority to amend this Agreement as described herein; 7.2.4 any merger or combination of the Company or roll-up of the Company by Majority Vote of the Units; 7.2.5 dissolution and winding up of the Company as set forth in Section 12.1; 7.2.6 the sale of all or substantially all of the assets of the Company by Majority Vote of the Units; and 7.2.7 election to continue the business of the Company by Majority Vote of the Units when there is a Dissolution Event.
Sample 1
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Voting by a Member. Members who own Units shall be entitled to cast one vote for each Unit they own. Except as otherwise specifically provided in this Agreement, Members who own Units (but not Economic Interest Owners) shall have the right to vote only upon the following matters: 8.2.1 Admission of the Manager or election to continue the business of the Company after the Manager ceases to be the Manager when there is no remaining Manager; and 8.2.2 Amendment of this Agreement.
Sample 1
Voting by a Member. Members who own Investor Units shall be entitled to cast one vote for each Investor Unit they own. Except as otherwise specifically provided in this Agreement or any mandatory provision of the Act, Members who own Investor Units (but not Economic Interest Owners) shall have the right to vote only upon the following matters: 8.2.1 Removal of the Manager as provided in this Agreement; 8.2.2 Amendment of this Agreement; 8.2.3 Any merger, combination or "roll-up" of the Company; 8.2.4 Dissolution and winding up of the Company as set forth in Section 13.1; 8.2.5 The sale of all of the assets of the Company (but not the sale of one or more of the Properties); and 8.2.6 Election to obtain audited financial statements as set forth in Section 12.3.2.
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Related to Voting by a Member

  • Withdrawal by a Member A Member has no power to withdraw from the Company, except as otherwise provided in Section 8.

  • Transfer by a Lender Subject to Clause 26.4, a Lender (the “Transferor Lender”) may at any time, without the consent of the Borrowers or any Security Party but after consultation with the Borrowers, cause: (a) its rights in respect of all or part of its Contribution; or (b) its obligations in respect of all or part of its Commitment; or (c) a combination of (a) and (b); or (d) all or part of its credit risk under this Agreement and the other Finance Documents, to be syndicated to or, (in the case of its rights) assigned, pledged or transferred to, or (in the case of its obligations) pledged or assumed by, any other bank or financial institution or to a trust, fund or other entity, provided such other entity is regularly engaged in, or established for the purpose of, making, purchasing or investing in loans, securities or other financial assets (a “Transferee Lender”) by delivering to the Agent a completed certificate in the form set out in Schedule 5 with any modifications approved or required by the Agent (a “Transfer Certificate”) executed by the Transferor Lender and the Transferee Lender. However, any rights and obligations of the Transferor Lender in its capacity as Agent or Security Trustee will have to be dealt with separately in accordance with the Agency and Trust Agreement. All costs and expenses relating to a transfer effected pursuant to this Clause 26.2 shall be borne by the Transferee Lender.

  • Dissociation of a Member The withdrawal, resignation, retirement, disability, expulsion, or bankruptcy of a member will terminate the membership of the member in the Company. Such a member will be deemed a “dissociated member.”

  • INFORMATION REQUESTED BY BOARD OF DIRECTORS LIFE COMPANY and AVIF (or its investment adviser) will at least annually submit to the Board of Directors of AVIF such reports, materials or data as the Board of Directors may reasonably request so that the Board of Directors may fully carry out the obligations imposed upon it by the provisions hereof or any exemptive order granted by the SEC to permit Mixed and Shared Funding, and said reports, materials and data will be submitted at any reasonable time deemed appropriate by the Board of Directors. All reports received by the Board of Directors of potential or existing conflicts, and all Board of Directors actions with regard to determining the existence of a conflict, notifying Participating Insurance Companies and Participating Plans of a conflict, and determining whether any proposed action adequately remedies a conflict, will be properly recorded in the minutes of the Board of Directors or other appropriate records, and such minutes or other records will be made available to the SEC upon request.

  • SHAREHOLDER COMMUNICATIONS ELECTION SEC Rule 14b-2 requires banks which hold securities for the account of customers to respond to requests by issuers of securities for the names, addresses and holdings of beneficial owners of securities of that issuer held by the bank unless the beneficial owner has expressly objected to disclosure of this information. In order to comply with the rule, the Custodian needs the Fund to indicate whether it authorizes the Custodian to provide the Fund’s name, address, and share position to requesting companies whose securities the Fund owns. If the Fund tells the Custodian “no”, the Custodian will not provide this information to requesting companies. If the Fund tells the Custodian “yes” or does not check either “yes” or “no” below, the Custodian is required by the rule to treat the Fund as consenting to disclosure of this information for all securities owned by the Fund or any funds or accounts established by the Fund. For the Fund’s protection, the Rule prohibits the requesting company from using the Fund’s name and address for any purpose other than corporate communications. Please indicate below whether the Fund consents or objects by checking one of the alternatives below. YES ¨ The Custodian is authorized to release the Fund’s name, address, and share positions. NO x The Custodian is not authorized to release the Fund’s name, address, and share positions.

  • Action by Members Without a Meeting Action required or permitted to be taken at a meeting of Members may be taken without a meeting if the action is evidenced by one or more written consents describing the action taken, signed by all Members and delivered to the Secretary or any Assistant Secretary of the Company for inclusion in the minutes or for filing with the Company records. Action taken under this Section is effective when all Members have signed the consent, unless the consent specifies a different effective date.

  • Stockholder No holder, as such, of any Right Certificate shall be entitled to vote, receive dividends or be deemed for any purpose the holder of the Preferred Shares or any other securities of the Company which may at any time be issuable on the exercise of the Rights represented thereby, nor shall anything contained herein or in any Right Certificate be con- strued to confer upon the holder of any Right Certificate, as such, any of the rights of a stockholder of the Company or any right to vote for the election of directors or upon any matter submitted to stockholders at any meeting thereof, or to give or withhold consent to any corporate action, or to receive notice of meetings or other actions affecting stock- holders (except as provided in Section 25 hereof), or to re- ceive dividends or subscription rights, or otherwise, until the Right or Rights evidenced by such Right Certificate shall have been exercised in accordance with the provisions hereof.

  • Shareholder Consent The execution, delivery and performance of the Articles Amendment shall have received the Shareholder Approval.

  • Approval of Stockholders If an option is granted by this Agreement prior to approval of the stockholders of the Plan, the option granted shall be null and void unless stockholder approval is obtained within twelve months after the Plan was adopted.

  • Shareholder Action by Written Consent without a Meeting Any action which may be taken at any meeting of Shareholders may be taken without a meeting and without prior notice if a consent in writing setting forth the action so taken is signed by the holders of Shares having not less than the minimum number of votes that would be necessary to authorize or take that action at a meeting at which all Shares entitled to vote on that action were present and voted. All such consents shall be filed with the secretary of the Trust and shall be maintained in the Trust’s records. Any Shareholder giving a written consent or the Shareholder’s proxy holders or a transferee of the Shares or a personal representative of the Shareholder or its respective proxy-holder may revoke the consent by a writing received by the secretary of the Trust before written consents of the number of Shares required to authorize the proposed action have been filed with the secretary. If the consents of all Shareholders entitled to vote have not been solicited in writing and if the unanimous written consent of all such Shareholders shall not have been received, the secretary shall give prompt notice of the action taken without a meeting to such Shareholders. This notice shall be given in the manner specified in the By-Laws.

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