Separate Class Voting Sample Clauses

The Separate Class Voting clause establishes that certain decisions or actions require the approval of specific groups or classes of stakeholders, rather than a general vote by all parties. In practice, this means that holders of a particular class of shares or interests must vote separately and approve a proposal before it can proceed, such as in cases of amendments affecting their rights or major corporate changes. This clause ensures that the interests of minority or distinct groups are protected by giving them a direct say in matters that uniquely impact them, thereby preventing their rights from being overridden by majority interests.
Separate Class Voting. The holders of the outstanding Shares shall be entitled, voting as a separate class, to vote with respect ONLY to any change in the preferences, rights or limitations of the Series G Preferred Stock (with the affirmative vote of the holders of a majority of the Shares then outstanding being required for the adoption or approval of any such matter).
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Separate Class Voting. In addition to the general voting rights set forth in Section 6.1 above, the Holders of the outstanding Shares shall be entitled, voting as a separate class, to vote with respect to the following matters (with the affirmative vote of the Holders of a majority of the Shares then outstanding being required for the adoption or approval of any such matter): (a) Any change in the preferences, rights or limitations of the Series F Preferred Stock; and (b) The creation of any series or class of capital stock of the Corporation which is to be accorded parity with or seniority to the Series F Preferred Stock upon liquidation, dissolution or winding up of the Corporation, or which is entitled to any mandatory payment of dividends; and (c) The Holders of the outstanding Shares shall have the right to designate and elect a majority of the entire Board of Directors of the Corporation and each Subsidiary, with the remaining members of such Boards of Directors to be elected by the affirmative vote or consent of holders of a plurality of the outstanding shares of Common Stock of the Corporation. In furtherance of the foregoing, it is intended that, unless otherwise approved in writing by the Holders of a majority of the Shares: (i) the entire Board of Directors of the Corporation and each Subsidiary shall consist of not more than seven (7) members; (ii) four (4) members of such Boards of Directors shall be selected by the vote or consent of the Holders of a majority of the outstanding Shares; (iii) the other three (3) members of such Boards of Directors shall be elected by the affirmative vote or consent of holders of a majority of the outstanding shares of Common Stock of the Corporation; and (iv) in the event of increase or reduction in the total number of directors of the Corporation or any Subsidiary, or in the event of any vacancy on the Board of Directors of the Corporation or any Subsidiary arising by reason of death, incapacity or resignation of any director, such increase or reduction of the entire Board(s) of Directors or the filling of such vacancy, as the case may be, shall be consummated in such a manner so as to comply with the requirements of this Section 6.2(c).
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Separate Class Voting. In addition to the general voting rights set forth in Section 6.1 above, the Holders of the outstanding Shares shall be entitled, voting as a separate class, to vote with respect to the following matters (with the affirmative vote of the Holders of a majority of the Shares then outstanding being required for the adoption or approval of any such matter):
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Related to Separate Class Voting

  • Allocation of Voting Rights As provided in Section 11.09 of the Series Supplement.

  • Cash Dividends; Voting Rights Unless an Event of Default has occurred and the Administrative Agent has given notice to the Pledgors of the Administrative Agent’s intent to exercise its corresponding rights pursuant to Section 7 hereof, the Pledgors shall be permitted to receive all cash dividends, to the extent permitted in the Credit Agreement, in respect of the Pledged Stock and to exercise all voting and corporate rights with respect to the Pledged Stock; provided, however, that no vote shall be cast or corporate right exercised or other action taken which, in the Administrative Agent’s reasonable judgment, would impair the Collateral or which would be inconsistent with or result in any violation of any provision of the Credit Agreement, this Pledge Agreement or any other Credit Document.

  • Quorum; Voting A majority of the members of any Committee of the Trustees shall constitute a quorum for the transaction of business, and any action of such a Committee may be taken at a meeting by a vote of a majority of the members present (a quorum being present).

  • Certain Voting Rights So long as any Series K Preferred Units remain outstanding, the Partnership shall not, without the affirmative vote of the holders of at least two-thirds of the Series K Preferred Units outstanding at the time (i) authorize or create, or increase the authorized or issued amount of, any class or series of Partnership Interests ranking prior to the Series K Preferred Units with respect to payment of distributions or rights upon liquidation, dissolution or winding-up or reclassify any Partnership Interests of the Partnership into any such Partnership Interest, or create, authorize or issue any obligations or security convertible into or evidencing the right to purchase any such Partnership Interests, (ii) authorize or create, or increase the authorized or issued amount of any Parity Preferred Units or reclassify any Partnership Interest of the Partnership into any such Partnership Interest or create, authorize or issue any obligations or security convertible into or evidencing the right to purchase any such Partnership Interests but only to the extent such Parity Preferred Units are issued to an affiliate of the Partnership, other than the General Partner to the extent the issuance of such interests was to allow the General Partner to issue corresponding preferred stock to persons who are not affiliates of the Partnership or (iii) either consolidate, merge into or with, or convey, transfer or lease its assets substantially as an entirety to, any corporation or other entity or amend, alter or repeal the provisions of the Partnership Agreement (including, without limitation, this Article 19), whether by merger, consolidation or otherwise, in each case in a manner that would materially and adversely affect the powers, special rights, preferences, privileges or voting power of the Series K Preferred Units or the holders thereof; provided, however, that with respect to the occurrence of any event set forth in (iii) above, so long as (a) the Partnership is the surviving entity and the Series K Preferred Units remain outstanding with the terms thereof unchanged, or (b) the resulting, surviving or transferee entity (I) is a partnership, limited liability company or other pass-through entity organized under the laws of any state, (II) is not taxable as a corporation for U.S. federal income tax purposes and (III) substitutes the Series K Preferred Units for other interests in such entity having substantially the same terms and rights as the Series K Preferred Units, including with respect to distributions, voting rights and rights upon liquidation, dissolution or winding-up, then the occurrence of any such event shall not be deemed to materially and adversely affect such rights, privileges or voting powers of the holders of the Series K Preferred Units; and provided further, that any increase in the amount of Partnership Interests or the creation or issuance of any other class or series of Partnership Interests represented by Junior Units or Parity Preferred Units are not issued to an affiliate of the Partnership, other than the General Partner to the extent the issuance of such interests was to allow the General Partner to issue corresponding preferred stock to persons who are not affiliates of the Partnership, shall not be deemed to materially and adversely affect such rights, preferences, privileges or voting powers.

  • Termination of Voting Rights All of the rights of a Beneficiary with respect to the Beneficiary Votes exercisable in respect of the Exchangeable Shares held by such Beneficiary, including the right to instruct Trustee as to the voting of or to vote personally such Beneficiary Votes, shall be deemed to be surrendered by the Beneficiary to Parent, and such Beneficiary Votes and the Voting Rights represented thereby shall cease immediately upon the delivery by such holder to Trustee of the certificates representing such Exchangeable Shares in connection with the exercise by the Beneficiary of the Exchange Right or the occurrence of the automatic exchange of Exchangeable Shares for Parent Common Shares, as specified in Article 5 (unless, in either case, Parent shall not have delivered the requisite Parent Common Shares issuable in exchange for the Exchangeable Shares to Trustee for delivery to the Beneficiaries), or upon the redemption of Exchangeable Shares pursuant to Article 6 or 7 of the Exchangeable Share Provisions, or upon the effective date of the liquidation, dissolution or winding-up of ExchangeCo pursuant to Article 5 of the Exchangeable Share Provisions, or upon the purchase of Exchangeable Shares from the holder thereof by ExchangeCo pursuant to the exercise by ExchangeCo of the Retraction Call Right, the Redemption Call Right or the Liquidation Call Right.