Company Constitution definition
Examples of Company Constitution in a sentence
Unless Applicable Law or this Agreement (including under Section 3.9 below) or the Company Constitution provides otherwise, at all meetings of the Board, no decision may be made and no resolution may be passed unless it is approved by a simple majority (i.e., more than 50%) of votes of the Directors present and voting.
Section 4.2 shall not apply to (i) any Transfer of Equity Securities in accordance with any ESOP then adopted by the Company in accordance with this Agreement and the Company Constitution then in effect or (ii) any bona fide Transfer of the publicly traded stocks of any Shareholder or any direct or indirect shareholder of any Shareholder (for the avoidance of doubt, including any bona fide trading of shares of YYAI publicly listed on Nasdaq).
In this context, “for cause” refers to a breach of such Director’s obligations toward the Company (or Subsidiary) under the Company Constitution, contract, or Applicable Law, or to a Director ceasing to be eligible to serve as a Director under Applicable Law.
Meetings of the Board shall take place at any location that the Directors may from time to time agree on and, without prejudice to the other provisions herein, shall be convened in accordance with the Company Constitution at such time or times as may be required.
No direct or indirect Transfer of any Equity Securities in the Company shall be permitted unless such Transfer is conducted in compliance with all Applicable Laws, this Agreement and the Company Constitution then in effect.