Meetings of the Shareholders Sample Clauses

Meetings of the Shareholders. Meetings of the Shareholders may be called by the Sponsor and will be called by it upon the written request of Limited Shareholders holding at least 25% of the outstanding Shares of all Funds or any Fund, as applicable. The Sponsor shall deposit in the United States mail or electronically transmit written notice to all Shareholders of the applicable Fund of the meeting and the purpose of the meeting, which shall be held on a date, not less than 30 nor more than 60 days after the date of mailing of said notice, at a reasonable time and place. Where the meeting is being called upon the written request of Limited Shareholders as set forth in this Section 11.2, such written notice shall be mailed or transmitted not more than 45 days after such written request for a meeting was received by the Sponsor. Any notice of meeting shall be accompanied by a description of the action to be taken at the meeting and, if applicable, an opinion of independent counsel as to the effect of such proposed action on the liability of Limited Shareholders for the debts of the applicable Fund. Shareholders may vote in person or by proxy at any such meeting. The Sponsor shall be entitled to establish voting and quorum requirements and other reasonable procedures for Shareholder voting.
Meetings of the Shareholders of the Trust or a Series or Class thereof shall be held as provided in the Declaration of Trust at such place (including by remote communication, as applicable) within or without the State of Delaware as the Trustees shall designate. The holders of one-third of the Outstanding Shares of the Trust or a Series or Class thereof present in person or by proxy and entitled to vote shall constitute a quorum at any meeting of the Shareholders of the Trust or a Series or Class thereof.
Meetings of the Shareholders may be called by the Board of Trustees for the purpose of electing Trustees as provided in Article IV, Section 1 and for such other purposes as may be prescribed by law, by this Declaration of Trust or by the By-Laws. Meetings of the Shareholders may also be called by the Board of Trustees from time to time for the purpose of taking action upon any other matter deemed by the Board of Trustees to be necessary or desirable.
Meetings of the Shareholders. As soon as practicable after this date, Purchaser and the Company shall prepare a joint proxy/registration statement (the "Registration Statement"), which shall comply as to form with all applicable law and its governing instruments to convene a meeting of its shareholders as promptly as practicable to consider and vote upon the approval of the Agreement and the Plan of Exchange and the Exchange. Subject to fiduciary requirements of applicable law, the respective boards of directors of each of Purchaser and the Company shall recommend such approval and take all lawful action to solicit such approval; provided, however, and notwithstanding any other provision in the Agreement to the contrary, if either Purchaser or the Company should experience any development or combination of developments having a material adverse effect on the financial condition, properties, business or results of operations of Purchaser, taken as a whole, or the Company, taken as a whole, as the case may be, other that as a result of factors affecting the industry or the economy generally, then the board or directors of the other Company may withdraw its recommendation of the Exchange and may postpone the meeting of its shareholders to allow adequate time to disseminate relevant disclosure material. The Company agrees, as to information with respect to the Company, its officers, directors, and shareholders contained when the Registration Statement becomes effective and at the date of the meeting of the respective shareholders of Purchaser and the Company, will not include and untrue statement of a material fact or unit or omit to state a material fact required to be stated or necessary to make the statement not misleading.
Meetings of the Shareholders. (a) The Shareholders shall hold regular meetings of the Shareholders General Assembly on an annual basis, in accordance with Colombian law, in the first trimester of the year. At each such meeting, the Administrator shall give a report of the voting results of the previous year’s meeting and shall also present the balance sheet and financial information and the annual budget as well as a presentation of all other issues that must be approved by the Shareholders’ General Assembly. Extraordinary meetings of the Shareholders’ General Assembly may be held to consider different issues based on the agenda that is distributed for the applicable meeting. The Corporate Secretary shall give not less than 10 days’ notice to the Shareholders of such regular meetings. Additionally, any Director may call a special meeting of the Shareholders on not less than five days’ notice to the Corporate Secretary and all Shareholders. In case of emergency, reasonable notice of a special meeting shall suffice. Meetings of the Shareholders shall be held at the principal domicile of the Company or at such other location as unanimously agreed by the Shareholders. The Shareholders may hold meetings without complying with the above notice requirements if all Shareholders are present at a meeting and waive the applicable notice requirements. (b) There shall be a quorum if a Shareholder holding a minimum of 75% of the issued and outstanding Shares is present. If the Assembly cannot meet due to lack of quorum, a new meeting shall be summoned where one or several Shareholders, regardless of the amount of represented Shares, shall validly meet and decide. The new meeting shall not be held before 10 days or after 30 days, both terms referring to business days, counted as of the date of the first meeting. A quorum shall be deemed to be present at such rescheduled meeting if a Shareholder holding a minimum of 50% of the issued and outstanding Shares is present. Only those items included on the agenda for the original meeting may be acted upon at such a rescheduled meeting, but any additional matters may be considered with the consent of all Shareholders. For clarity, mergers, amalgamations, spin off or decisions regarding the listing of shares may only be discussed at a meeting of Shareholders if they have been previously disclosed on an agenda set out in connection with the applicable meeting of Shareholders. (c) Each notice of a meeting shall include an itemized agenda prepared by the Chief E...
Meetings of the Shareholders. Each of Parent and Sub will take all action necessary in accordance with applicable law and its Articles of Incorporation and By-Laws to convene a meeting of its stockholders as promptly as practicable to consider and vote upon the approval of this Agreement and the Parent Merger or Sub Merger, as applicable (the "Stockholder Meetings"). Subject to Section 6.1(b)(2), the Board of Directors of Parent shall recommend approval of the Parent Merger, and the Board of Directors of Sub and the Independent Committee of Sub's Board shall recommend approval of the Sub Merger, and the Parent and Sub shall take all lawful action to solicit such approvals, as applicable. Each of the Parent and Sub hereby severally represents, warrants and covenants that the proxy or information statement with respect to such meeting of its shareholders (each, a "Proxy Statement"), at the date thereof and at the date of such meetings, will not include an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which they were made, not misleading; provided, however, the foregoing shall not apply to the extent that any such untrue statement of a material fact or omission to state a material fact was made in reliance upon and in conformity with written information concerning the Purchaser, Acquisition Sub One or Acquisition Sub Two furnished by Purchaser specifically for use in the Proxy Statement. No Proxy Statement shall be filed, and no amendment or supplement to such Proxy Statement will be made by the Parent or Sub, without consultation with Purchaser and its counsel.
Meetings of the Shareholders. Shareholders’ meetings shall be held at such time and place as the Trustees designate. Special meetings of the Shareholders of any Series or class may be called by the Trustees on the written request of Shareholders owning at least ten percent (10%) of the Outstanding Shares of such Series or class entitled to vote. Shareholders shall be entitled to at least fifteen (15) days’ notice of any meeting, given as determined by the Trustees.
Meetings of the Shareholders of the Trust may be called by the Trustees, and shall be called by the Trustees whenever required by law or upon the written request of holders of at least twenty percent of all the outstanding Shares entitled to vote.
Meetings of the Shareholders. Meetings of the Shareholders may be called at any time by any Shareholder, upon at least fifteen (15) days’ Notice to all Shareholders. The Shareholders shall ensure that such meetings are held at least once each year at such locations and at such times as the Chairman of the Board shall designate. Meetings of the Shareholders may be held in person or by any other means permitted by law. The presence, in person or by proxy, of the holders of at least Seventy-Five Percent (75%) of the total number of Shares or their designated representatives shall be required to constitute a quorum for any meeting of the Shareholders. If no quorum is present at a Shareholders’ meeting called by a Shareholder, a second Shareholders’ meeting shall be called fifteen (15) days after the first Shareholders’ meeting. Decisions of the Shareholders shall be made by majority vote of the Shares by the holders of such Shares or their designated representatives present, in person or by proxy, at a duly-constituted Shareholders’ meeting at which a quorum is present.
Meetings of the Shareholders. (a) Meetings of the Shareholders may be called only by the Board. The call shall state the nature of the business to be transacted. Notice of any such meeting shall be given to all Shareholders entitled to act at the meeting not less than seven (7) days nor more than sixty (60) days prior to the date of such meeting. A Shareholder may waive the failure to received timely notice of a meeting before, at, or after any meeting. Shareholders may vote in person or by proxy at such meeting. Whenever the vote, or consent or approval of Shareholders is permitted or required under this Agreement, such vote, consent or approval may be given at a meeting of Shareholders or may be given in accordance with the procedure prescribed in Section 14.3(b) hereof. Whenever the vote, consent or approval is required or permitted under this Agreement, except as otherwise expressly provided in this Agreement, the Consent of a Majority in Interest of the Shareholders shall control. (b) Any action required or permitted to be taken at a meeting of the Shareholders may be taken without a meeting if a written consent setting forth the action so taken is signed by at least the same percentage of Shares as would be required to approve such matter at a meeting of the Shareholders. Such consent may be in one instrument or in several instruments, and shall have the same force and effect as a vote of the Shareholders at a meeting. Such consent shall be filed with the Board. An action so taken shall be deemed to have been taken at a meeting held on the effective date so certified. (c) Each Shareholder entitled to act at the meeting may authorize any Person or Persons to act for it by proxy on all matters in which a Shareholder is entitled to participate, including waiving notice of any meeting, or voting or participating at a meeting. Each proxy must be signed by the Shareholder or its attorney-in-fact. No proxy shall be valid after the expiration of eleven (11) months from the date thereof unless otherwise provided in the proxy (or there is receipt of a proxy authorizing a later date). Every proxy shall be revocable at the pleasure of the Shareholder executing it, such revocation to be effective upon the Company’s receipt of written notice of such revocation from the Shareholder executing such proxy. (d) Each meeting of Shareholders shall be conducted by the Board or such other Person as the Board may appoint pursuant to such rules for the conduct of the meeting as the Board or such other Pe...