Common use of Matters Requiring Board Approval Clause in Contracts

Matters Requiring Board Approval. (a) Notwithstanding any other provision of this agreement, the Company shall not and shall procure that no Group Company shall take, and each Shareholder shall procure so far as it lawfully can that the Company does not and that no Group Company shall take, any action or pass any resolution in relation to the matters reserved to the Board in the Chart of Authority, which may not be amended to abrogate or have the effect of abrogating the authority of the Board to make any decision affecting the Company, without the consent of, if Olive HoldCo’s Equity Proportion is at least 15 per cent., at least one Olive HoldCo Nominated Director and, if Red’s Equity Proportion is at least 10 per cent., at least one Red Nominated Director.

Appears in 3 contracts

Samples: Shareholders’ Agreement (Coca-Cola Enterprises, Inc.), Shareholders’ Agreement, Shareholders’ Agreement (Coca-Cola Enterprises, Inc.)

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Matters Requiring Board Approval. (a) Notwithstanding any other provision of this agreement, the Company shall not and shall procure that no Group Company shall take, and each Shareholder shall procure so far as it lawfully can that the Company does not and that no Group Company shall take, any action or pass any resolution in relation to the matters reserved to the Board in the Chart of Authority, which may not be amended to abrogate or have the effect of abrogating the authority of the Board to make any decision affecting the Company, without the consent of, if Olive HoldCo’s Equity Proportion is at least 15 per cent., at least one Olive HoldCo Nominated Director and, if Red’s Equity Proportion is at least 10 per cent., at least one Red Nominated Director.

Appears in 1 contract

Samples: Shareholders’ Agreement (Coca-Cola Enterprises, Inc.)

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