Dissolution of Series or Company. Any Series or Class shall be dissolved (a) by the affirmative vote of the Shareholders holding not less than two-thirds of the total Outstanding Shares of the Series or Class, at any meeting of the Shareholders or by an instrument in writing, without a meeting, signed by a majority of the Directors and consented to by the Shareholders of not less than two-thirds of such Shares, or (b) by the Directors by written notice of dissolution to the Shareholders holding the Series or Class. The Company shall be dissolved upon the earlier of (i) the dissolution of the last remaining Series, (ii) at any time there are no Shareholders of any Series unless a Shareholder is admitted effective as of the occurrence of the event that terminated the continued membership of the last remaining Shareholder and the Company is continued in accordance with Section 18-801(a)(4) of the Delaware Act, or (iii) upon the entry of a decree of judicial dissolution of the Company under Section 18-802 of the Delaware Act.
Appears in 8 contracts
Samples: Limited Liability Company Agreement (Fidelity Central Investment Portfolios II LLC), Limited Liability Company Agreement (Fidelity Master Portfolios LLC), Limited Liability Company Agreement (Fidelity Central Investment Portfolios LLC)
