Resolutions of the Board. The Investors at the Closing shall have received copies of resolutions of the Board, certified by the Secretary of the Company, authorizing and approving the execution, delivery and performance of this Agreement.
Resolutions of the Board. Unless otherwise provided by applicable Law, this Agreement or the Organizational Documents, all actions taken and resolutions adopted by the Board shall be (i) taken or adopted at a meeting of the Board by the affirmative vote of a majority of the Directors present at a meeting at which a quorum is present or (ii) taken or adopted by an action by unanimous written consent signed by all of the Directors. Without limiting the foregoing, with respect to any meeting of the Board, any Director may take part in the adoption of a resolution by means of a communication system of transmitting and receiving sounds simultaneously (“Teleconferencing”) or a communication system transmitting and receiving visual images and sounds simultaneously (“Video Conferencing”), without the personal attendance of all or part of them at the meeting. Any Director may appear at a meeting of the Board by means of Teleconferencing or Video Conferencing. A Director appearing by Teleconferencing or Video Conferencing shall be deemed to have attended the meeting at which the Director has so appeared.
Resolutions of the Board. Each Manager of the Board of Managers shall have one (1) vote on any matter presented to the Board for decision. Resolutions of the Board of Managers shall be adopted by Simple Majority other than the resolutions which require the affirmative vote of (75%) of the attending Managers. A resolution of the Board of Managers may be issued by circulation if necessary and in such cases all Managers of the Board of Managers will confirm their acceptance in writting. All resolutions by circulation shall be presented to the Board in the following Meeting and shall be attested in the minutes of that Meeting.
Resolutions of the Board of Directors shall be passed, irrespective of whether this occurs at a meeting or otherwise, by Simple Majority unless the Board Rules provide differently.
Resolutions of the Board. 10.01 Members of the bargaining unit are able to attend Board of Directors meetings. A copy of the agenda and minutes shall be provided to those attending. After Board approval of the minutes, the minutes shall be available to all staff in the Board Binder.
Resolutions of the Board. Lender shall have received a resolution from each of the board of directors of each Borrower authorizing the execution and delivery of this Third Amendment.
Resolutions of the Board. Each Shareholder shall take, or cause to be taken, promptly and in good faith, all action to do, or cause to be done, and to assist and co-operate with the other Shareholder in doing, all things necessary, proper or advisable (including without limitation voting and/or instructing the member(s) of the Board appointed by the Shareholder in question) to ensure that:
Resolutions of the Board of Directors shall be adopted by an affirmative vote of a majority of at least four (4) members of the Board of Directors, save that resolutions in respect of any of the following matters must be approved by a majority of at least five (5) members of the Board of Directors (an “SPP Special Board of Directors Majority”):
Resolutions of the Board. In relation to the Company:
Resolutions of the Board of Directors of the Borrower authorizing the execution, delivery and performance of each document to which it is a party, (ii) that there have been no changes in the Certificate of Incorporation of the Borrower since the date of the most recent certification thereof by the Secretary of State of Missouri (an original of which is attached thereto), (iii) the names and true signatures of the incumbent officers of the Borrower authorized to sign the documents to which it is a party and authorized to request Borrowings under the Credit Agreement, and (iv) the By-Laws (attached thereto) of the Borrower as in effect on the date of such certification.
