Special Majority Vote of the Board definition

Special Majority Vote of the Board means approval by a majority of the entire Board of Directors, which majority includes a majority of all Investor Directors and at least one Independent Director.
Sample 1Sample 2
Special Majority Vote of the Board shall have the meaning given to it in the Governance Agreement;
Sample 1Sample 2
Special Majority Vote of the Board means (i) approval by two- ---------------------------------- thirds of the entire Board (it being understood that in the event that two- thirds shall not be a whole number, such two-thirds number shall be rounded up to the next integral number) or (ii) at such time as one existing Independent Director (other than the Independent Director initially appointed by TDF pursuant to 3.02(a)(viii) of the Stockholders Agreement) is replaced and five Independent Directors shall have been duly elected and shall have qualified and shall be present, in person or by proxy, and voting, approval by two-thirds of the entire Board (it being understood that in the event that two-thirds number shall not be a whole number, such two-thirds number shall be rounded down to the next integral number); provided, however, that so long as the number of -------- ------- directors constituting the entire Board is twelve, (a) under the circumstances in clause (i) above, "Special Majority Vote of the Board" shall mean the approval of nine directors and (b) under the circumstances in clause (ii) above, "Special Majority Vote of the Board" shall mean the approval of eight directors.
Sample 1Sample 2

Examples of Special Majority Vote of the Board in a sentence

  • In particular, a Subsidiary shall not take or agree to take any action which, if taken by the Company would require approval of the Investor or a Special Majority Vote of the Board pursuant to the terms of this Agreement, unless such action is first approved by the Investor or a Special Majority Vote of the Board, as the case may be.

  • Xxxxxx, Xx. or such other person as the Directors of the Company nominated by CCIC shall determine and any such other person shall be such person as shall have been approved by a Special Majority Vote of the Board of CCIC.

  • Such other person appointed pursuant to this clause 3.4(c) shall be nominated by written notice to each Shareholder together with a certified copy of the Special Majority Vote of the Board of CCIC.

  • This subscription formula and structure may be changed from time to time by a Special Majority Vote of the Board, after consultation with Members and having taken cognisance of the Constitution.

  • This is the only way to create a new framework for peace in Europe.At the same time, in light of the global dimension of the extensive security challenges we are facing in the 2020s, the NSS also has to incorporate other vital elements such as proactive violence prevention that takes into account the impact of climate change on especially vulnerable and often fragile states.


More Definitions of Special Majority Vote of the Board

Special Majority Vote of the Board means the approval of nine directors and (b) under the circumstances in clause (ii) above, "Special Majority Vote of the Board" shall mean the approval of eight directors.
Sample 1Sample 2
Special Majority Vote of the Board means the approval of eight directors.
Sample 1
Special Majority Vote of the Board means approval by a majority of the entire Board of Directors, which majority includes a majority of all
Sample 1

Related to Special Majority Vote of the Board

  • Majority Vote means a vote made by more than half of the Members who are present at a Meeting and who are entitled to vote and voting at that Meeting upon a resolution put to that Meeting.

  • special majority means the majority of votes described in §11.2 which is required to pass a special resolution. Act and Interpretation Act Definitions Applicable

  • Super Majority Vote means, the affirmative vote of the holders of Outstanding Interests of all Series representing at least two thirds of the total votes that may be cast by all such Outstanding Interests, voting together as a single class.

  • Supermajority Vote means the affirmative vote of at least seventy-five percent (75%) of the Members.

  • Company Board of Directors means the board of directors of the Company.

  • MUSL Board means the governing body of the MUSL, which is comprised of the chief executive officer of each Party Lottery.

  • Member board means a state agency in a member state that acts in the sovereign interests of the state by protecting the public through licensure, regulation, and education of physicians as directed by the state government.

  • CPF Board means the Central Provident Fund Board, a body corporate established under the Central Provident Fund Act (Cap. 36);

  • The Board of Directors or "Board" means all those persons appointed to perform the duties of directors of the society;

  • vote of a majority of the outstanding voting securities" shall mean the vote, at a meeting of Holders, of the lesser of (a) 67 per centum or more of the Interests in the Trust present or represented by proxy at the meeting if the Holders of more than 50 per centum of the outstanding Interests in the Trust are present or represented by proxy at the meeting, or (b) more than 50 per centum of the outstanding Interests in the Trust. The terms "Holders" and "Interests" when used herein shall have the respective meanings specified in the Declaration of Trust of the Trust.

  • Chairman of the Board means the Chairman of the Board of the Corporation.

  • Required Majority means a required majority, as defined in Section 57(o) of the Act.7

  • Member of the Board means an individual who is a member of the Board or of the board of directors of a Subsidiary or an Affiliate.

  • Board of Directors or Board means the Board of Directors of Prakash Steelage Limited, as constituted from time to time.

  • Requisite Majority means, as at any particular time, Passenger Operators whose Vehicle departures from the Station, expressed as a percentage of Total Departures, as at the relevant date, together are at least equal to the percentage specified in paragraph 4 of Annex 8 (or such other percentage as the ORR may specify by notice to the Station Facility Owner and to each Passenger Operator as the new percentage which is to apply for these purposes following the entry into, variation, amendment or termination of an access contract permitting a passenger service operator to use the Station, a Change in Control of any Passenger Operator or any event which results in a material change to the proportion of the Total Departures made by trains operated by or on behalf of any Passenger Operator);

  • Simple Majority means a decision made by the Management Committee by more than 50 percent of the votes represented and entitled to be cast at a meeting thereof.

  • Fund Board means the Board of Trustees of the Fund.

  • Whole Board means the total number of authorized directors whether or not there exist any vacancies in previously authorized directorships.

  • absolute majority , of the Committee, means a majority of the committee members currently holding office and entitled to vote at the time (as distinct from a majority of committee members present at a committee meeting);

  • Board of Directors means the board of directors of the Company.

  • Nomination Committee means the nomination committee of the Board established in accordance with Article 114;

  • Super Majority has the meaning set forth in paragraph 5(b) of Annex I.

  • the Board means the board of directors of the Company;

  • Majority Shareholder Vote means a vote of “a majority of the outstanding voting securities” (as such term is defined in the 0000 Xxx) of the Trust with each class and series of Shares voting together as a single class, except to the extent otherwise required by the 1940 Act or this Declaration with respect to any one or more classes or series of Shares, in which case the applicable proportion of such classes or series of Shares voting as a separate class or series, as the case may be, also will be required.

  • former Board means the Board of Reference constituted under Part IV of the former provisions;

  • Disinterested Directors means, with respect to any Affiliate Transaction, one or more members of the Board of Directors of the Company, or one or more members of the Board of Directors of a Parent, having no material direct or indirect financial interest in or with respect to such Affiliate Transaction. A member of any such Board of Directors shall not be deemed to have such a financial interest by reason of such member’s holding Capital Stock of the Company or any Parent or any options, warrants or other rights in respect of such Capital Stock.