Voting by Directors Clause Samples

The 'Voting by Directors' clause defines the procedures and requirements for how decisions are made by a company's board of directors. It typically outlines how votes are cast during board meetings, the number of directors needed to form a quorum, and the majority required for a resolution to pass. For example, it may specify that each director has one vote and that a simple majority is needed for approval unless otherwise stated. This clause ensures that the decision-making process among directors is clear, orderly, and legally valid, thereby preventing disputes and confusion regarding board actions.
Voting by Directors. Simultaneous with the execution of this Agreement, Innes Street's directors shall each enter into the agreement set forth as Exhibit B to this Agreement;
Voting by Directors. Simultaneously with the execution of this Agreement, or within five days thereof, each Director of CNYF and CSB shall enter into the agreement set forth as Exhibit B to this Agreement;
Voting by Directors. Concurrent with the execution of this Agreement, the Directors of WHG shall have entered into and delivered to BCSB the agreement set forth as Exhibit A to this Agreement;
Voting by Directors. Use its reasonable efforts to cause all members of First Essex's Board of Directors to vote all shares of First Essex's Common Stock beneficially owned by each such director in favor of this Agreement and to recommend to stockholders of First Essex and otherwise support the Merger; provided that nothing in this Agreement shall prevent the Board of First Essex from exercising its rights under Section 4.06 of this Agreement.
Voting by Directors. Use its best efforts to cause all members of ▇▇▇▇▇▇’▇ board of directors to enter into the Letter Agreement attached hereto as Exhibit 2 (the “Letter Agreement”) and to recommend approval of the Merger to shareholders of ▇▇▇▇▇▇ and to otherwise support the Merger;
Voting by Directors. Each member of the Board of Directors of PFC shall vote all shares of PFC Common Stock over which each such director has voting control, in favor of this Agreement. Concurrent with the execution of this Agreement, PFC's Directors shall each enter into the agreement set forth as Exhibit D to this Agreement;
Voting by Directors. Each Member of the Dakota 911 shall have one seat on the Board of Directors and is entitled to one vote. The Directors’ votes shall be non-weighted (all votes having the same weight) when voting on matters coming before the Board, except as provided below. The Directors’ votes shall be weighted when the Board is exercising its powers under Section 5.2 (f) and (h) of this Agreement. The comparative weight of each Director’s vote on those matters is determined by the proportionate share of the Dakota 911 annual operating and capital budget for that calendar year that is the responsibility of the Member casting that vote. The Board of Directors shall arrange for or contract with one or more of its Members or an independent contractor to provide personnel/human resource, accounting and finance, procurement/contracting, payroll administration and legal services for the Dakota 911 . The Dakota 911 shall not create its own personnel/human resource, accounting and finance, procurement/contracting, payroll administration or legal departments unless approved by a four-fifths (4/5) majority of the Board of Directors by non-weighted votes. After the first full year that the Dakota 911 is in operation, the Board of Directors may amend the cost allocation formula and associated definitions by a 2/3 majority of the weighted vote total of those Members present and voting at a properly noticed Board of Directors meeting. In case of a tie vote, the Chair of the Board of Directors shall cast a second and deciding vote. No proxy votes or absentee voting shall be permitted except as provided in this Agreement or in the Bylaws of the Board.
Voting by Directors. Each Director has one vote. The Chairperson does not have a casting vote.
Voting by Directors. Any vote on any matter by the Board of Directors ------------------- of either Patriot or OPCO or the members of the Cooperation Committee, the Unpaired Equity Committee or the Hotel Acquisitions Committee provided for herein shall require for approval the affirmative vote of the applicable number or percentage of all of the members of either such Board of Directors then in office or the then existing members of any such Committee, as the case may be.
Voting by Directors. Subject to any greater or additional vote of the Board or of any class of Directors required by law, by this Restated Certificate or the Restated Bylaws, an act of the Board shall require the affirmative vote of at least a majority of the votes entitled to be cast by the Directors present at a meeting of the Board at which a quorum is present. Each Director shall have one vote.