Action by the Directors. Except as otherwise specifically provided by applicable law, the Directors shall act by majority vote at a meeting duly called (including a telephonic meeting, unless the 1940 Act requires that a particular action be taken only at a meeting at which the Directors are present in person). At any meeting of the Directors, a majority of the Directors shall constitute a quorum. Special meetings of the Directors may be called orally or in writing by the Chairman of the Board of Directors or by any other Director. Notice of the time, date and place of all meetings of the Directors shall be given by the party calling the meeting to each Director by telephone, telefax, or telegram sent to his or her home or business address at least twenty-four hours in advance of the meeting or by written notice mailed to his or her home or business address at least seventy-two hours in advance of the meeting. Notice need not be given to any Director who attends the meeting without objecting to the lack of notice or who executes a written waiver of notice with respect to the meeting. Any meeting conducted by telephone shall be deemed to take place at the principal office of the Company as determined by the Bylaws or by the Directors. Subject to the requirements of the 1940 Act, the Directors by majority vote may delegate to any one or more of their number their authority to approve particular matters or take particular actions on behalf of the Company. Any action required or permitted to be taken at any meeting of the Directors may be taken by the Directors without a meeting if a majority of the Directors then in office (or such higher number of Directors as would be required to act on the matter under applicable law if a meeting were held) consent to the action in writing and the written consents are filed with the records of the Directors' meetings. Written consents or waivers of the Directors may be executed in one or more counterparts. To the extent permitted by the 1940 Act, the Directors may execute and/or deliver any proxy, consent, and any other instrument by means of electronic, telecommunication, telephonic, computerized, or other similar means (including by means of e-mail and facsimile), unless the Directors otherwise determine at any time.
Action by the Directors. The Directors shall act by majority vote at a meeting duly called, or by unanimous written consent without a meeting, unless the 1940 Act requires that a particular action be taken only at a meeting. Meetings of the Directors may be called by any two Directors. Subject to the requirements of the 1940 Act, the Directors by majority vote may delegate to any one of its number, or a committee thereof, its authority to approve particular matters or take particular actions on behalf of the Fund. A quorum for all meetings of the Directors shall be a majority of the Directors.
Action by the Directors. A resolution of the Board certified by the Secretary, or any Assistant Secretary or by any Director to have been adopted in accordance with this Agreement and contained in the books and records of the Company shall be conclusive evidence of the act of the Board set forth therein.
Action by the Directors. (a) Except as expressly provided in this Agreement, the Directors shall act by majority vote at a meeting duly called at which a quorum is present, including a meeting held by conference telephone, teleconference or other electronic media or communication equipment by means of which all persons participating in the meeting can communicate with each other, or by written consent of a majority of Directors (or such greater number as may be required by applicable law) without a meeting. A majority of the Directors shall constitute a quorum at any meeting. Meetings of the Directors may be called orally or in writing by the Chief Executive Officer or by any two of the Directors or as set forth in the By-Laws. Notice of the time, date and place of all Directors' meetings shall be given to each Director as set forth in the By-Laws; provided, however, that no notice is required if the Directors provide for regular or stated meetings. Notice need not be given to any Director who attends the meeting without objecting to the lack of notice or who signs a waiver of notice either before or after the meeting. Except as expressly provided in this Agreement or the By-Laws, the Directors by majority vote may delegate to any Director or Directors or committee authority to approve particular matters or take particular actions on behalf of the Company. Any written consent or waiver may be provided and delivered to the Company by facsimile or other similar electronic mechanism.
Action by the Directors. The Directors shall act by majority vote at a meeting duly called at which a quorum is present, including a meeting held by conference telephone, teleconference or other electronic media or communication equipment by means of which all persons participating in the meeting can communicate with each other; or by written consent of a majority of Directors (or such greater number as may be required by applicable law) without a
