Majority Board Approval definition
Examples of Majority Board Approval in a sentence
Notwithstanding the foregoing, reserved from such delegation (to remain subject to the approval of the Board or a committee thereof) are (i) any matters that are required or recommended to be delegated to a committee of the Board under the rules of the New York Stock Exchange, (ii) the matters that require Special Majority Board Approval under Section 2.2, and (iii) the matters that require the approval of NB under Section 2.3(a) or Section 2.3(b) (collectively, the “Excluded Matters”).
A quorum of the Board will consist of (i) with respect to any Specified Matter, an Approved Company Sale, an Approved IPO or matter that expressly requires Majority Board Approval or unanimous Board approval hereunder, all of the Directors and (ii) with respect to any other Board matter, the Directors appointed by the WME Member (or if no such Directors are then in office, all Directors).
The Chief Financial Officer of the Company, effective as of the Closing Date, shall be an individual initially determined by NewCo (and approved by Majority Board Approval) prior to the Closing Date.
One of the Directors shall serve as the Chairman of the Board, and the Chairman shall be appointed by Majority Board Approval.
Unless otherwise expressly stated herein, officers of the Company may be appointed, removed and replaced by Majority Board Approval.
The business of the Company presented at any meeting of the Board (and all matters subject to “approval of the Board” and the like hereunder) shall be decided by Majority Board Approval.
A Director may be removed for Cause by Majority Board Approval; provided that any Director nominated by a Shareholder under Section 2.01, 2.02 or 2.04 of this Agreement shall not be removed for Cause without the prior written consent of such Shareholder, unless such Shareholder is presented with evidence reasonably satisfactory to such Shareholder that Cause exists for such removal.
The Independent Director may only be removed from the Board by Supermajority Board Approval or for Cause by Majority Board Approval.
The Company covenants and agrees that, except for the Stock Compensation Plan and the Management Agreement, it will not issue any Common Stock or Common Stock Equivalents unless such fair value determination and a decision to issue shares based upon said fair value determination have been made by a Majority Board Approval.
Except for items requiring a Special Approval, each Work Plan and Budget shall require Majority Board Approval.