Further Restrictions on Transfers. Notwithstanding any provision to the contrary contained herein, the following restrictions shall also apply to any and all proposed Assignments of Shares, and any proposed Assignment in violation of same shall be, to the fullest extent permitted by law, null and void ab initio, unless otherwise waived by the Board of Directors. (a) No Member shall make any Assignment of all or any part of its, his or her Shares if said Assignment, when considered with all other Assignments during the same applicable 12 month period, would, in the opinion of the Board of Directors, result in the termination of the Company’s status as a partnership, or cause the Company to be treated as a “publicly traded partnership” taxable as a corporation for U.S. federal or state income tax purposes. (b) No Member shall make any Assignment of all or any of its, his or her Shares unless the Assignee would have been qualified to purchase Shares in the offering of Shares. The Board of Directors may require that Assignees acquire or hold a minimum number of Shares.
Appears in 4 contracts
Samples: Limited Liability Company Agreement (EQT Infrastructure Co LLC), Limited Liability Company Agreement (EQT Private Equity Co LLC), Limited Liability Company Agreement (EQT Infrastructure Co LLC)
