Xxxxxx of Acting. The act of the majority of the Directors present at a meeting at which a quorum is present shall be the act of the Board of Directors.
Xxxxxx of Acting. If a quorum is present, the affirmative vote of Members holding a Majority Interest shall be the act of the Members, unless the vote of a greater or lesser proportion or number is otherwise required by the Act, by the Articles of Organization, or by this Agreement. Unless otherwise expressly provided herein or required underapplicable law, Members who have an interest (economic or otherwise) in the outcome of any particular matter upon which the Members vote or consent may vote or consent upon any such matter and their Ownership Percentages, vote or consent, as the case may be, shall be counted in the determination of whether the requisite matter was approved by the Members.
Xxxxxx of Acting. The Academy Board shall be considered to have "acted," when a duly called meeting of the Academy Board has a quorum present and the number of Academy Board members voting in favor of an action is as follows: # of Academy Board positions Five (5) Seven (7) Nine (9) #for Quorum Three (3) Four (4) Five (5) # required to act Three (3) Four (4) Five (5)
Xxxxxx of Acting. The Managers may act with respect to any matter within the scope of their authority at a meeting of Managers or pursuant to formal or informal procedures adopted at a meeting of Managers. Procedures that may be adopted at a meeting of Managers include, without limitation, the establishment of dates and times for regular meetings, procedures pursuant to which the Managers may approve a matter without a meeting, and the delegation of duties and responsibilities with respect to which the delegate, including any appointed officers, may act without approval or ratification by the other Managers. At any time that there is only one Person acting as Manager of the Company, such Person may conduct the business of the Company through such procedures and in such a manner as he or she determines to be appropriate under the circumstances.
Xxxxxx of Acting. (i) No action, except for day-to-day administrative matters, shall be taken by a Manager except pursuant to a vote in favor of such action by a majority of the Managers. A decision made by a majority of the Managers who are qualified to vote on such decision shall control, without liability to any Manager who dissents in writing. For purposes of this subsection, if only two (2) Managers are qualified to vote on a decision, such decision shall control only if both Managers vote in favor of the decision.
Xxxxxx of Acting. (vii) A majority of the total number of members of the Trust Advisory Board then in office shall constitute a quorum for the transaction of business at any meeting of the Trust Advisory Board. The affirmative vote of a majority of the members of the Trust Advisory Board present at a meeting at which a quorum is present shall be the act of the Trust Advisory Board except as otherwise required by law or as provided in this Litigation Trust Agreement. The Trustee may direct that the members of the Trust Advisory Board shall participate in any regular or special meeting (other than the initial meeting of the Trust Advisory Board) by, and conduct the meeting through the use of, conference telephone or similar communications equipment by means of which all persons participating in the meeting may hear each other, in which case any required notice of such meeting may generally describe the arrangements (rather than or in addition to the place) for the holding thereof. In the event that the Trustee does not so direct, any or all members of the Trust Advisory Board may nonetheless choose to participate in, or conduct, any meeting through such telephonic or similar means. Any member of the Trust Advisory Board participating in a meeting by this means is deemed to be present in person at the meeting. The Trust Advisory Board, and individual members thereof, shall take into account the relative expense of in person and telephonic appearance at meetings in determining the manner of members’ appearance. The members of the Trust Advisory Board shall have the authority to designate any person or entity to act on their behalf, including, without limitation, to attend, participate in and vote at meetings of the Trust Advisory Board. The Trust Advisory Board shall prepare minutes of its meetings. The members of the Trust Advisory Board shall at all times seek to minimize expenses that they incur that are chargeable to the Trust, in order to conserve funds consistent with the purpose of the Trust and the limited funding available to it.
Xxxxxx of Acting. Except as otherwise provided in these bylaws, the act of a two-thirds majority of the Trustees shall be the act of the Board. A Trustee present at a meeting of the Board at which action on any matter of IFTA, Inc. is taken shall be presumed to have assented to the action unless a dissent is entered in the minutes of the meeting, or unless a dissent has been filed with the Executive Director of IFTA, Inc. No Trustee who votes in favor of any action may file a dissent or have same entered in the minutes of the meeting.
Xxxxxx of Acting. The affirmative vote of Members owning or holding at least a majority of the Voting Units at such time which are entitled to vote on the matter shall be the act of the Members, unless the vote of a greater or lesser proportion or number is otherwise required by the Act or by this Agreement. Notwithstanding any provision of this Agreement, except as specifically set forth in Section 12.14, the Non-Voting Members and any Transferee shall not have any voting rights whatsoever, including the right to participate in the management or affairs of the Company or vote on, consent to or otherwise participate in any decision of the Members or unitholders.
Xxxxxx of Acting. Unless otherwise provided in the Act, the Articles of Organization, or this Agreement, the affirmative vote of a Majority in Interest of the Members at a meeting at which a quorum is present shall be the act of the Members.
Xxxxxx of Acting. Except as otherwise provided in this Agreement, the consent of the Members to any act or failure to act may be given by Majority Consent at a meeting in which a quorum of the Members participate in person, by proxy, by telephone or by other electronic means. Members holding sufficient Membership Units to give Majority Consent to the action taken at any meeting shall constitute a quorum of the Members at the meeting. Alternatively, the Members may act, either as a separate class or together as a single class, by unanimous written consent without the need for a meeting.
