TerraNature Trust Deed | 10                       Close window

16.4

Regular Meetings:  Other regular meetings of the Trustees may be held at such time and place as the Trustees may fix from time to time.

16.5

Special Meetings:  Special meetings of the Trustees for any purpose may be called at any time by the Chair of the Trustees, the president, or any two Trustees. The person or persons who call a special meeting shall notify the president, who shall cause notice of the meeting to be given to all Trustees in accordance with clause 16.6.

16.6

Authority to Give Notice of Meetings:  The president shall give notice, or shall direct the secretary to give notice, of all meetings of the Trustees and of committees of the Trustees required by this deed to be given in accordance with clauses 16.7, 16.8 and 16.9.

16.7

Method of Notice of Meetings:  Notice of the time and place of meetings shall be given to each Trustee by any of the following means:

(a)

personal delivery of written notice;

(b)

mail, postage prepaid;

(c)

telephone directly to the Trustee;

(d)

facsimile; or

(e)

e-mail;

sent to the Trustee's address or telephone number as shown on the records of the Trust.

16.8

Timing of Meeting Notices:

(a)

Notices of meetings sent by mail shall be deposited in New Zealand Post or United States Postal Service mail at least eight days before the time set for a regular meeting, and at least twenty days before the time set for an annual meeting.

(b)

Notices of meetings given by personal delivery, telephone, facsimile, or e-mail shall be delivered, telephoned, or transmitted at least 48 hours before the time set for a special meeting, at least seven days before the time set for a regular meeting, and at least fourteen days before the time set for an annual meeting.

16.9

Content of Meeting Notices:  Notices of meetings shall state the time of the meeting, and the place if the place is other than the principal office of the Trust.  The notice need not specify the purpose of the meeting.

16.10

Quorum:  If the Trust consists of four or five Trustees as fixed by resolution of the Trustees, three Trustees shall constitute a quorum for the transaction of business, except to adjourn.  If the Trust consists of six or seven Trustees, four Trustees shall constitute a quorum for the transaction of business, except to adjourn.  Any Trustee casting an absentee vote in accordance with clause 16.13 will not be counted as part of the quorum.  Every action taken or decision made by a majority of the Trustees present at a duly held meeting at which a quorum is present, and including absentee votes cast in accordance with clause 16.13 shall be an act of the Trustees unless otherwise stated in this deed.