Common use of Meetings of Holders Clause in Contracts

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less than 51% of the Securities outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities outstanding present in person or by proxy if Holders of a majority of Securities outstanding on the record date are so represented. Each Security shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will be required to vote its Securities in proportion to the votes of all other Holders.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except to elect Trustees as set forth hereinprovided in Section 7.1. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less than 51% of the Securities outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities outstanding present in person or by proxy if Holders of a majority of Securities outstanding on the record date are so represented. Each Security shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will be required to shall vote its Securities in proportion to the votes of all other Holders.

Meetings of Holders. The Trustees shall not hold annual or regular meetings (a) A meeting of Holders except as set forth herein. A special meeting of Notes may be called at any time and from time to time pursuant to Section 14 of the Negotiable Obligations Law and this Section 8.8 to make, give or take any request, demand, authorization, direction, notice, consent, waiver or other actions provided by this Indenture to be made, given or taken by Holders of the Trustees or upon petition Notes. In addition, the Company may at any time call a meeting of Holders of not less than 51% the Notes to enter into a supplemental indenture as provided in Article 8, or to obtain a waiver of any provision of this Indenture or the Notes. The meetings will be held in the City of Buenos Aires; provided, however, that each of the Securities outstanding Company and the Trustee may determine to hold any such meeting simultaneously in the City of Buenos Aires and in New York City and/or any other city by any means of telecommunications which permits the participants to hear and speak to each other, and any such simultaneous meeting shall be deemed to constitute a single meeting for purposes of the quorum and voting percentages applicable to such meeting. In addition, the Company shall upon the written request of the Trustee or of Holders of at least 5% in aggregate principal amount of Notes at the time Outstanding call such a meeting and such meeting shall be convened within 40 days from the date such request is received by the Company. If a meeting is held pursuant to the request of the Holders, the agenda for such meeting shall be that set forth in the request made by such Holders, provided, however, that matter not included in the agenda may be included if approved by Holders of each of the Notes. In the event the Board of Directors of the Company fails to call such meeting at the request of Holders, the meeting may be called by the CNV or by a competent court. The Trustee by and through its designated representative may attend any meeting called pursuant to this Section 8.8(a). (unless substantially b) For so long as applicable Argentine laws and regulations so require, notice of any meeting, setting forth the same matter was voted on during date, time and place of such meeting and the preceding 12 monthsagenda therefore (which shall describe in general terms the action proposed to be taken at such meeting), and shall be called by publications in the Official Gazette of the Republic of Argentina (Boletín Oficial de la República Argentina), the Buenos Aires Stock Exchange Daily Bulletin and in a newspaper of wide circulation in Argentina (expected to be La Nación) during five (5) days within a period of no more than 30 days nor less than 10 days before the day scheduled for the meeting. Notices will also be published in a daily leading newspaper having general circulation in Luxembourg, so long as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act Notes are admitted to trading on the Euro MTF market of the Luxembourg Stock Exchange, and the rules and regulations thereunderof such exchange so require. In addition, including, without limitation, when requested by the Holders of not less than 10% of the Securities outstanding for the purposes of voting upon the question of the removal notice of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which under this Section 8.8 shall be not less than 10 nor more than 50 days before provided to the meeting date. Holders at Trustee in the close manner provided for in Section 1.6 (Notices, etc., to Trustee and Company) of business on the record date will this Indenture. (c) To be entitled to vote at any meeting of Holders of Notes a Person shall be (i) a Holder of one or more Notes as of the record date in accordance with the Negotiable Obligation Law, or (ii) a Person appointed by an instrument in writing as proxy by such Holder of one or more Notes; provided that a person appointed as chairman of a meeting may not be appointed as proxy. (d) The Holders, whether present or represented by proxy, entitled to vote 60% in aggregate principal amount of the Notes at the time Outstanding (or such greater percentage as may be required under applicable Argentine law) will initially be required for a quorum at any such meeting. In the absence of a quorum at any such meeting, the meeting may be adjourned for a period of not less than 10 days nor more than 30 days, as determined by the chairman of the meeting, except in the case of ordinary meetings where the first and second call meeting may be held on the same day. At any meeting adjourned for lack of quorum, the persons entitled to vote 30% of the aggregate principal amount of the Notes at the time Outstanding (or such greater percentage as may be required under applicable Argentine law) shall constitute a quorum at any such reconvened adjourned meeting. Notice of reconvening of any adjourned meeting shall be given as provided above, except that such notice need only be published for only 3 days and not less than 8 days prior to the date on which the meeting is scheduled to be reconvened. Notice of the reconvening of any adjourned meeting shall state expressly the aggregate principal amount of Notes that shall constitute a quorum at such meeting, (e) Any Holder of Notes who has executed an instrument in writing appointing a Person as proxy shall be deemed to be present for the purposes of determining a quorum and be deemed to have voted; provided that such Holder shall be considered as present and voting only with respect to the matters covered by such instrument in writing. Any resolution passed or decision taken at any meeting of Holders of Notes duly held in accordance with this Section 8.8 shall, if otherwise in compliance with this Indenture, be binding on all the Holders, whether or not present or represented at the meeting. (f) The appointment of any proxy shall be proved by having the signature of the Person executing the proxy certified by any notary public, bank, trust company satisfactory to the Company or judicially certified in the manner provided under Argentine law. The holding of Notes shall be proved by the Notes Register maintained in accordance with Section 3.7 (Persons Deemed Owners) or by a certificate or certificates of the Trustee; provided that the holding of a beneficial interest in a Global Note shall be proved by a certificate or certificates of the Depositary. (g) At any such meeting at which the proper quorum is present, any resolution to modify or amend, or to waive compliance with, any of the provisions of Notes or this Indenture shall be effectively passed and decided if approved by the persons entitled to vote not less than a majority of the aggregate principal amount then Outstanding of Notes present at the meeting, except for those provisions requiring consent of all Holders of Notes as described under Section 8.2 (Supplemental Indentures With Consent of Holders). (h) A representative of the Trustee shall act as the temporary chairman of the meeting. The Administrator shall, If the Trustee fails to designate a representative to act as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision temporary chairman of the Investment meeting, the Company Act and shall designate a member of the rules and regulations thereunderSupervisory Committee to act as temporary chairman of the meeting. If the Company fails to designate such a Person, any action may the CNV or competent court shall designate a Person to act as chairman. The permanent chairman of the meeting shall be taken elected by vote of the Holders of a majority in the then Outstanding aggregate principal amount of the Securities outstanding present in person or by proxy if Notes represented at the meeting. At any meeting of Holders of a majority Notes, each Holder of Securities outstanding on Notes or proxy shall be entitled to one vote for each U.S. $1.00 principal amount of the record date are so representedNotes held or represented by such Holder of Notes; provided that no vote shall be cast or counted at any meeting in respect of any Note challenged as not Outstanding and ruled by the chairman of the meeting to be not Outstanding. Each Security The chairman of the meeting shall have one no right to vote and may be voted in person except as a Holder of Notes or by duly executed proxy. Any proxy meeting of Holders of Notes duly called at which a quorum is present may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meetingadjourned from time to time, and no proxy shall the meeting may be valid after eleven months following held as so adjourned with the date of its execution. Any Investment Company owning Securities in excess presence of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) same Holders of Notes that were present in the Investment Company Act will be required to vote its Securities in proportion to the votes of all other Holdersinitial meeting without further notice.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or and shall be called upon petition of Holders of not less more than 5150% of the Trust Securities outstanding (unless substantially the same matter was voted on during the preceding 12 months), ) and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Trust Securities outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Trust Securities outstanding present in person or by proxy if Holders of a majority of Trust Securities outstanding on the record date are so represented. Each Trust Security shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Trust Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will shall be required required, and automatically be deemed, to vote its Trust Securities in proportion to the votes of all other Holders. The exercise of voting rights or any other rights available to or in favor of the Holders or beneficial owners of the Trust to direct the actions of the Trustees or the Trust pursuant to this Agreement may be exercised only by (i) a United States Person that is a beneficial owner of a Trust Security or (ii) a United States Person acting as irrevocable agent with discretionary powers for a beneficial owner of a Trust Security that is not a United States Person. Holders or beneficial owners of the Trust that are not United States Persons agree to irrevocably appoint a United States Person with discretionary powers to act as their agent with respect to such voting and consensual rights, which United States Person shall exercise its own judgment with respect to the exercise of the Holder’s or beneficial owner’s rights under the Trust Agreement and shall not be subject to direction or veto by any other person. The Trustees shall disregard any votes cast or other rights exercised by a person that is not a United States Person, and no such votes or exercises of rights shall be valid. Holders and beneficial owners of the Trust agree to provide evidence satisfactory to the Trustees that they are United States Persons (for which purpose, providing a valid IRS Form W-9 to the Trustees shall be treated as satisfactory evidence) or that they have appointed a United States Person as irrevocable agent (so long as such Person remains a United States Person) with discretionary powers and that the United States Person is not subject to direction or veto by any other person. References in this Agreement to the exercise of voting rights or other rights to direct the actions of the Trustees or Trust pursuant to this Agreement by Holders shall be treated as including the exercise of such rights by a United States Person appointed as irrevocable agent as provided in this Section 8.1. For this purpose, a United States Person is any person treated as a United States Person as defined in section 7701(a)(30) of the Code.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less than 51% of the Securities TIMES outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities TIMES outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities TIMES outstanding present in person or by proxy if Holders of a majority of Securities TIMES outstanding on the record date are so represented. Each Security TIMES shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will be required to vote its Securities in proportion to the votes of all other Holders.

Meetings of Holders. The Trustees shall not hold annual or ------------------- regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less more than 5150% of the Securities STRYPES outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities STRYPES outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein herein, in the Prospectus (including, without limitation, changes to the Trust's fundamental policies set forth in the prospectus) or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities STRYPES outstanding present in person or by proxy if Holders of a majority of Securities STRYPES outstanding on the record date are so represented. Each Security STRYPES shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will be required to vote its Securities in proportion to the votes of all other Holders.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less more than 5150% of the Securities STRYPES outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities STRYPES outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein herein, in the Prospectus (including, without limitation, changes to the Trust's fundamental policies set forth in the prospectus) or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities STRYPES outstanding present in person or by proxy if Holders of a majority of Securities STRYPES outstanding on the record date are so represented. Each Security STRYPES shall have one vote and may be voted in person or by duly executed proxy; provided, however, that any investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"), owning STRYPES in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the 1940 Act must vote their STRYPES in proportion to the vote of all other Holders of STRYPES that are not investment companies registered under the 1940 Act. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will be required to vote its Securities in proportion to the votes of all other Holders.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth hereinHolders. A special meeting may be called (i) at any time by the Trustees or for any reason, (ii) upon petition of Holders of not less than 51% of the Securities outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities outstanding for the purposes of voting upon the question of the removal of any Trustee or TrusteesTrustees as provided in Section 7.5 or (iii) as provided in Section 7.2 (or as otherwise required by the Investment Company Act and the rules and regulations thereunder). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities outstanding present in person or by proxy if Holders of a majority of Securities outstanding on the record date are so represented. Each Security shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will be required to shall vote its Securities in proportion to the votes of all other Holders. Voting and consensual rights with respect to the Trust available to or in favor of the Holders or owners may be exercised only by a United States Person that is a beneficial owner or a Security or by a United States Person acting as irrevocable agent with discretionary powers for the beneficial owner of a Security that is not a United States Person. Holders that are not United States Persons must irrevocably appoint a United States Person with discretionary powers to act as their agent with respect to such voting and consensual rights.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less than 51% of the Securities STRYPES outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities STRYPES outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein herein, in the Prospectus (including, without limitation, changes to the Trust's fundamental policies set forth in the Prospectus) or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities STRYPES outstanding present in person or by proxy if Holders of a majority of Securities STRYPES outstanding on the record date are so represented. Each Security STRYPES shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will be required to vote its Securities in proportion to the votes of all other Holders.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except to elect Trustees as set forth hereinprovided in Section 7.1. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less than 51% of the Securities outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities outstanding present in person or by proxy if Holders of a majority of Securities outstanding on the record date are so represented. Each Security shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i12(d)(1)(A) (i) and 12(d)(1)(C) of the Investment Company Act will be required to shall vote its Securities in proportion to the votes of all other Holders.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or and shall be called upon petition of Holders of not less than 51% of the Trust Securities outstanding (unless substantially the same matter was voted on during the preceding 12 months), ) and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Trust Securities outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Trust Securities outstanding present in person or by proxy if Holders of a majority of Trust Securities outstanding on the record date are so represented. Each Trust Security shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Trust Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C12 (d)(1)(C) of the Investment Company Act will be required to shall vote its Trust Securities in proportion to the votes of all other Holders. In addition, the Trustees will call a special meeting for purposes of the vote by Holders contemplated under the respective provisos to clauses (iv) and (v) of the definition of “Collateral Event of Default” under the Collateral Agreement (with a record date for such meeting that occurs at least 5 days prior to the end of the relevant cure period specified therein, as the same may be extended in accordance with such provisions) and, following any such vote, take such actions as required under the Collateral Agreement to give effect thereto (including any required instruction to the Collateral Agent). Voting and consensual rights with respect to the Trust available to or in favor of the Holders or owners may be exercised only by a United States Person that is a beneficial owner of a Trust Security or by a United States Person acting as irrevocable agent with discretionary powers for the beneficial owner of a Trust Security that is not a United States Person. Holders that are not United States Persons must irrevocably appoint a United States Person with discretionary powers to act as their agent with respect to such voting and consensual rights. For this purpose, a United States Person is any person treated as a United States Person as defined in section 7701(a)(30) of the Code.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less than 51% of the Securities outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities outstanding present in person or by proxy if Holders of a majority of Securities outstanding on the record date are so represented. Each Security shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will be required to shall vote its Securities in proportion to the votes of all other Holders.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less than 51% of the Securities PEPS outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities PEPS outstanding for the purposes purpose of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities PEPS outstanding present in person or by proxy if Holders of a majority of Securities PEPS outstanding on the record date are so represented. Each Security PEPS shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will be required to vote its Securities in proportion to the votes of all other Holders.

Meetings of Holders. (a) The Trustees shall not hold annual or regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less more than 5150% of the Securities TrUEPrS outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act or pursuant to paragraph (v)(B) of the definition of Exchange Event and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities TrUEPrS outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein herein, in the Prospectus (including, without limitation, changes to the Trust's fundamental policies set forth in the Prospectus) or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities TrUEPrS outstanding present in person or by proxy if Holders of a majority of Securities TrUEPrS outstanding on the record date are so represented. Each Security TrUEPrS shall have one vote and may be voted in person or by duly executed proxy; provided, however, that any investment company registered under the Investment Company Act and any company excepted from the definition of "Investment Company" pursuant to Section 3(c)(1) or 3(c)(7) of the Investment Company Act owning TrUEPrS in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the 1940 Act must vote their TrUEPrS in proportion to the vote of all other Holders of TrUEPrS that are not such investment companies registered under the Investment Company Act. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess . (b) Whenever the holders of the limits imposed ADRs or the NAB Preference Shares are entitled to vote on any matter, (i) the Trustees shall call a special meeting of the Holders in accordance with the procedures described in Section 7.01(a) hereof so that the Holders can indicate how the ADSs or the NAB Preference Shares should be voted pursuant to the voting rights granted in the Security and Pledge Agreements, the Deposit Agreement or the terms of the NAB Preference Shares; or (ii) in lieu of a special meeting of the Holders, such Holders may provide a written consent, in the manner required by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act and the rules and regulations thereunder, in which such Holders will instruct the Trustees of the Trust as to the exercise of the voting rights pertaining to the ADSs or the NAB Preference Shares. Such vote shall be required taken a sufficient time before the vote of the ADSs or the NAB Preference Shares so that the Trustees can determine the results of such vote and direct the Jersey Subsidiary, the Collateral Agent or the Depositary to vote its Securities the ADSs or the NAB Preference Shares in proportion accordance with such results. (c) Whenever the holder of the Jersey Preference Shares is entitled to vote on any matter, (i) the Trustees shall call a special meeting of the Holders in accordance with the procedures described in Section 7.01(a) hereof so that the Holders can indicate how the Jersey Preference Shares should be voted pursuant to the votes voting rights granted in the Jersey Preference Shares Security and Pledge Agreement; or (ii) in lieu of all other a special meeting of the Holders, such Holders may provide a written consent, in the manner required by the Investment Company Act and the rules and regulations thereunder, in which such Holders will instruct the Trustees of the Trust as to the exercise of the voting rights pertaining to the Jersey Preference Shares. Such vote shall be taken a sufficient time before the vote of the Jersey Preference Shares so that the Trustees can determine the results of such vote and direct the U.K. Company to vote the Jersey Preference Shares in accordance with such results.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth hereinherein and except as may be required under the rules of the New York Stock Exchange. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less than 51% of the Securities STRYPES outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities STRYPES outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein herein, in the Prospectus (including, without limitation, changes to the Trust's fundamental policies set forth in the Prospectus) or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities STRYPES outstanding present in person or by proxy if Holders of a majority of Securities STRYPES outstanding on the record date are so represented. Each Security STRYPES shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Each STRYPES shall have one vote and may be voted in person or by duly executed proxy; provided, however, that any investment company registered under the Investment Company Act of 1940, as amended (the "1940 Act"), owning Securities STRYPES in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company 1940 Act will be required to must vote its Securities their STRYPES in proportion to the votes vote of all other HoldersHolders that are not investment companies registered under the 1940 Act.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or upon petition of Holders of not less than 51% of the Securities STRYPES outstanding (unless substantially the same matter was voted on during the preceding 12 months), and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities STRYPES outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities STRYPES outstanding present in person or by proxy if Holders of a majority of Securities STRYPES outstanding on the record date are so represented. Each Security STRYPES shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will be required to vote its Securities in proportion to the votes of all other Holders.

Meetings of Holders. The Trustees shall not hold annual or regular meetings of Holders except as set forth herein. A special meeting may be called at any time by the Trustees or and shall be called upon petition of Holders of not less than 51% of the Securities outstanding (unless substantially the same matter was voted on during the preceding 12 months), ) and shall be called as provided in Section 7.2 hereof (or as otherwise required by the Investment Company Act and the rules and regulations thereunder, including, without limitation, when requested by the Holders of not less than 10% of the Securities outstanding for the purposes of voting upon the question of the removal of any Trustee or Trustees). The Trustees shall establish, and notify the Holders in writing of, the record date for each such meeting which shall be not less than 10 nor more than 50 days before the meeting date. Holders at the close of business on the record date will be entitled to vote at the meeting. The Administrator shall, as soon as possible after any such record date (or prior to such record date if appropriate), mail by first class mail to each Holder a notice of meeting and a proxy statement and form of proxy in the form approved by the Trustees and complying with the Investment Company Act and the rules and regulations thereunder. Except as otherwise specified herein or in any provision of the Investment Company Act and the rules and regulations thereunder, any action may be taken by vote of Holders of a majority of the Securities outstanding present in person or by proxy if Holders of a majority of Securities outstanding on the record date are so represented. Each Security shall have one vote and may be voted in person or by duly executed proxy. Any proxy may be revoked by notice in writing, by a subsequently dated proxy or by voting in person at the meeting, and no proxy shall be valid after eleven months following the date of its execution. Any Investment Company owning Securities in excess of the limits imposed by Sections 12(d)(1)(A)(i) and 12(d)(1)(C) of the Investment Company Act will be required to shall vote its Securities in proportion to the votes of all other Holders. Voting and consensual rights with respect to the Trust available to or in favor of the Holders or owners may be exercised only by a United States Person that is a beneficial owner of a Security or by a United States Person acting as irrevocable agent with discretionary powers for the beneficial owner of a Security that is not a United States Person. Holders that are not United States Persons must irrevocably appoint a United States Person with discretionary powers to act as their agent with respect to such voting and consensual rights. For this purpose, a United States Person is any person treated as a United States Person as defined in section 7701(a)(30) of the Code.