Common use of Recapitalization or Readjustment Clause in Contracts

Recapitalization or Readjustment. In case of any recapitalization, readjustment or other change in the capital structure of the Trust requiring a change in the shares contained in book entry form on the stock record of the Trust as maintained by DST, DST will effectuate or transfer ownership of, the outstanding shares in book entry, upon receiving: A. Written instructions from an officer of the Trust; B. Certified copy of the amendment to the Articles of Incorporation or other document effecting the change; C. Certified copy of any order or consent of each governmental or regulatory authority, required by law to the issuance of new book entry shares; D. Opinion of counsel for the Trust stating: i. The status of the shares of stock of the Trust in the new form under the Securities Act of 1933, as amended and any other applicable federal or state statute; and ii. That the issued shares in the new form are, and all unissued shares will be, when issued, validly issued, fully paid and nonassessable.

Appears in 7 contracts

Samples: Agency Agreement (NorthStar Real Estate Capital Income Fund-C), Agency Agreement (NorthStar Real Estate Capital Income Fund-Adv), Agency Agreement (NorthStar/Townsend Institutional Real Estate Fund Inc.)

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Recapitalization or Readjustment. In case of any recapitalization, readjustment or other change in the capital structure of the Trust Fund requiring a change in the shares contained in book entry form on the stock record of the Trust Fund as maintained by DST, DST will effectuate or transfer ownership of, the outstanding shares in book entry, upon receiving: A. Written instructions from an officer of the TrustFund; B. Certified copy of the amendment to the Articles Certificate of Incorporation or other document effecting the change; C. Certified copy of any order or consent of each governmental or regulatory authority, required by law to the issuance of new book entry shares, and an opinion of counsel that the order or consent of no or no other government or regulatory authority is required; D. Opinion of counsel for the Trust Fund stating: i. (1) The status of the shares of stock of the Trust Fund in the new form under the Securities 1933 Act of 1933, as amended and any other applicable federal or state statute; and ii. (2) That the issued shares in the new form are, and all unissued shares will be, when issued, validly issued, fully paid and nonassessablenon-assessable.

Appears in 2 contracts

Samples: Agency Agreement (Nexpoint Real Estate Strategies Fund), Agency Agreement (NexPoint Capital, Inc.)

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