1985-53 CRA - Laserfiche WebLink

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. . . consent is desired. The place, date and hour of the meeting and the date or dates of mailing the notice shall be determined by the Agency in its discretion. The actual receipt by any Bondholder of notice of any Bondholders' meeting shall not be a condition precedent to the holding of the meeting, and failure to receive notice shall not affect the validity of the proceedings at the meeting. A certificate by the Secretary of the Agency approved by resolution of the Agency, that the meeting has been called and that notice has been given as provided herein, shall be conclusive as against all parties and no Bondholder shall have the right to show that he failed to receive actual notice of the meeting. C. Voting Qualifications. The Fiscal Agent shall prepare and deliver to the chairman of the meeting a statement of the names and addresses of the registered Owners of the Bonds. This statement shall show maturities, serial numbers and principal amounts so that voting qualifications can be determined. No Bondholders shall be entitled to vote at the meeting unless their names appear upon the statement. No Bondholders shall be permitted to vote with respect to a larger aggregate principal amount of Bonds than is set against their names on the statement. D. Agency-Owned Bonds. The Agency covenants that it will present at the meeting a certificate, signed and verified by one of its member and by the Treasurer, stating the serial numbers, maturities and principal amounts of all Bonds owned by, or held for account of, the Agency or the City, directly or indirectly. No person shall be permitted at the meeting to vote or consent with respect to any Bond appearing upon the certificate, or any Bond which is established at or prior to the meeting to be owned by the Agency or the City, directly or indirectly, and no such Bond (in this Resolution referred to as "issuer-owned Bonds") shall be counted in determining whether a quorum is present at the meeting. E. Quorum and Procedure. A representation of at least fifty percent (50%) in aggregate principal amount of the Bonds then outstanding (exclusive of issuer-owned Bonds, if any) shall be necessary to constitute a quorum at any meeting of Bondholders, but less than a quorum may adjourn the meeting from time to time, and the meeting may be held as adjourned without further notice, whether such adjournment shall have been held by a quorum or by less than a quorum. The Agency shall, by an instrument in writing, appoint a temporary chairman of the meeting, and the meeting shall be organized by the election of a permanent chairman and secretary. At any meeting each Bondholder shall be entitled to one vote for every $5,000 principal amount of Bonds with respect to which he shall be qualified to vote as set forth above, and the vote may be given in person or by proxy duly appointed by an instrument in 12-02-85 9559p/2281/01 -33-