Actions Requiring Board Approval. (a) It is hereby understood and agreed by the Members that (x) the Company shall not take, nor shall the Managing Member and/or any officer of the Company cause the Company to take, nor shall the Company authorize or permit any of its Subsidiaries to take, any of the following actions (in each case, the taking of which shall be hereinafter referred to as a “Major Action”) without first obtaining approval thereof by the Board in accordance with Section 6.2, in each case:
Actions Requiring Board Approval. Without limiting the matters or actions that must be approved by the Board, the approval of the Board shall be required for any of the following actions:
Actions Requiring Board Approval. The Securityholders agree that, during the term of Xxxxxxx'x employment as Chief Executive Officer of Old Refco pursuant to the Xxxxxxx Employment Agreement, the day-to-day management of the Company and its subsidiaries will be under the direction and control of Xxxxxxx in his capacity as Chief Executive Officer. Exhibit A hereto sets forth a list of actions on the part of the Company or its subsidiaries that require approval of the Board.
Actions Requiring Board Approval. Notwithstanding the general authority of the Board set forth in Section 5.1(a)(i), and subject to Section 5.1(a)(iii) and Section 14.12, the Company shall not, and shall not, in circumstances where the Company has the authority to cause a Subsidiary to take or omit to take such actions, permit or cause any of the Company’s Subsidiaries to, directly or indirectly, take any of the following actions without the prior approval of the Board:
Actions Requiring Board Approval. From the Effective Time until the earlier of (x) the third (3rd) anniversary of the Effective Time or (y) the first such time after the Settlement Date that the Hony Investor ceases to beneficially own (giving effect to the CVRs) 50% of its Effective Time Equity, the following actions by the Company or any of its Subsidiaries shall require the approval of the majority of the Board, including at least one (1) Hony Nominee:
Actions Requiring Board Approval. The Company shall not, without the approval of the Board of Directors of the Company (including the approval of each Preferred Director), make any acquisitions of tangible or intangible assets of another entity by means of a transaction or a series of related transactions (including, without limitation, any reorganization, merger or consolidation) with a transaction value individually or in the aggregate in excess of $500,000, unless such acquisition was included in a capital expenditure budget previously approved by the Board of Directors of the Company (including the approval of each Preferred Director).
Actions Requiring Board Approval. In addition to such approval as may be required by law, neither the Company nor any of its subsidiaries shall take any of the actions set forth in clauses (a) through (w) below without the approval of a majority of the Board (including at least one of the directors designated by Sterling):
Actions Requiring Board Approval. Unless otherwise expressly set forth herein, including Section 5.8 and Section 15.2, all matters submitted to a vote of the Board require the approval of not less than a majority of the members of the entire Board. Without limiting the generality of the foregoing, subject to any additional approvals otherwise required hereby, the Company shall not, and shall not permit any of its Subsidiaries to, take any of the following actions without the approval of the Board:
Actions Requiring Board Approval. So long as shares of Preferred Stock remain outstanding, the Company will not, without the approval of the Board (and without complying with any other approval required by the Company’s certificate of incorporation, if any):
Actions Requiring Board Approval. (a) In addition to any other matters under Applicable Law or pursuant to the provisions of this Agreement that require the approval of the Board of Managers, the Partnership (or the officers and agents acting on its behalf), on its own behalf or on behalf of any of its subsidiaries, shall not take any of the following actions without having first received the approval of the Board of Managers in accordance with this Agreement:
