Resolution by Circulation Clause Samples
The 'Resolution by Circulation' clause allows decisions or resolutions to be approved by a group, such as a board of directors or shareholders, without the need for a formal in-person meeting. Instead, the proposed resolution is circulated—often via email or other written means—to all eligible members, who then indicate their approval or disapproval in writing. This process streamlines decision-making, enabling timely action on urgent matters and reducing the logistical challenges of convening meetings, thereby ensuring organizational efficiency and responsiveness.
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Resolution by Circulation. A resolution by circulation must be circulated to all Directors and approved by majority of the Directors subject to Clause 4.4 in accordance with Applicable Laws and shall be as valid and effectual as if it had been passed at a meeting of Directors duly convened and constituted. The resolution may be contained in one document or in several documents in like form each signed or approved by one or more Directors concerned, but a resolution signed or approved by an alternate Director need not also be signed or approved by the Director appointing such alternate Director and, if it is signed or approved by a Director who has appointed an alternate Director, it need not be signed or approved by the alternate Director in that capacity.
Resolution by Circulation. Except as otherwise required by this Agreement, the Articles, or the Companies Act, all resolutions and decisions of Directors shall be by vote of a majority of the Directors at a duly convened meeting may also be taken by a resolution by circulation signed by all or a
Resolution by Circulation. Subject to Applicable Law, any matter to be decided by the Board or a Committee may be decided by way of a circular resolution, and such resolution shall be valid and effective as a resolution duly passed at a Board Meeting or a committee thereof, as the case may be, held in accordance with this Agreement and the Charter Documents. No resolution shall be deemed to have been duly passed by the Board by circulation or written consent, unless the resolution has been circulated in draft form, together with the agenda, and an explanatory statement, setting out in reasonable details the rationale for proposing the resolution, information and appropriate documents required to reach a decision, to all Directors at the address / email notified to the Company (whether in India or outside India) at least 3 (three) days in advance (unless such notice is reduced or waived in writing unanimously by all Directors), and has been approved in writing by majority Directors. Provided that, where the agenda for such circular resolution includes any the Affirmative Consent Matters, any such resolution shall be subject to the provisions of Clause 5 (Affirmative Consent Matters).
Resolution by Circulation. Except as otherwise required by this Agreement, the Articles, or the Companies Act, all resolutions and decisions of Directors shall be by vote of a majority of the Directors at a duly convened meeting may also be taken by a resolution by circulation signed by all or a majority of the Directors. Subject to the provisions of Clause 5.4, Policy Matters set forth in Clause 5.2 above can be approved only by the Board with the affirmative vote of at least one nominee Director each of HOLDING COMANY and FUSION. No Director shall have a second or a casting vote.
Resolution by Circulation. Save as otherwise expressly provided in the Act, a resolution in writing circulated in draft together with the necessary papers, if any, to all the Directors or to all the members of the Committee then in India, not being less in number than the quorum fixed of the meeting of the Board or the Committee, as the case may be and to all other Directors or Members at their usual address in India and approved by such of the Directors as are then in India or by a majority of such of them as are entitled to vote at the resolution shall be valid and effectual as if it had been a resolution duly passed at a meeting of the Board or committee duly convened and held.
Resolution by Circulation. Subject to the provisions of the Act, resolutions of the Board may be passed by circulation, if the resolution has been circulated in draft, together with necessary papers, if any, to all the Directors, then in India or outside India, and has been signed by a majority of the Directors, provided that in respect of matters contained in Clause 6.4 hereof, the resolution should be signed by at least one Essar Director and one CGP Director. Such resolutions may be signed by the Directors as single documents or in counterparts.
Resolution by Circulation. Subject to the provisions of the Act, resolutions of the Board may be passed by circulation, if the resolution has been circulated in draft, together with necessary papers, if any, to all the Directors, then in India or outside India, and has been approved by such of the Directors as are then in India, or by the requisite majority under Clause 9 or such of them, as are entitled to vote on the resolution.