Common use of Restrictions on Dividends and Retirement of Shares Clause in Contracts

Restrictions on Dividends and Retirement of Shares. Without the approval of the holders of outstanding Series 52 Preference Shares: (a) the Corporation shall not declare, pay or set apart for payment any dividends (other than stock dividends payable in shares of the Corporation ranking junior to the Series 52 Preference Shares) on any shares of the Corporation ranking junior to the Series 52 Preference Shares; (b) the Corporation shall not redeem, purchase or otherwise retire or make any capital distribution on or in respect of any shares of the Corporation ranking junior to the Series 52 Preference Shares (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking junior to the Series 52 Preference Shares); (c) the Corporation shall not purchase or otherwise retire less than all of the Series 52 Preference Shares then outstanding; (d) the Corporation shall not redeem, purchase or otherwise retire (except in connection with the exercise of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any shares of any class or series ranking on a parity with the Series 52 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any shares ranking on a parity with the Series 52 Preference Shares; unless, in each such case, all dividends on outstanding Series 52 Preference Shares accrued up to and including the dividend payable for the last completed period for which dividends were payable shall have been declared and paid. Any approval of the holders of the Series 52 Preference Shares required to be given pursuant to Section 5 may be given in accordance with Section 9. Notwithstanding the provisions of Section 9, any approval required to be given pursuant to this Section 5 may be given by the affirmative vote of the holders of the majority of the Series 52 Preference Shares present or represented at a meeting or adjourned meeting of the holders of Series 51 Preference Shares duly called for that purpose and at which a quorum is present.

Restrictions on Dividends and Retirement of Shares. Without So long as any of the Preferred Shares Series 24 are outstanding, the Bank shall not at any time, without the approval of the holders of outstanding the Preferred Shares Series 52 Preference Shares:24 given as provided in Section (ix): (a) the Corporation shall not declare, pay or set apart for payment any dividends dividend on its Common Shares or any other shares ranking junior to the Preferred Shares Series 24 (other than stock dividends payable in any shares of the Corporation ranking junior to the Preferred Shares Series 52 Preference Shares) on any shares of the Corporation ranking junior to the Series 52 Preference Shares;24); or (b) the Corporation shall not redeem, purchase or otherwise retire any Common Shares or make any capital distribution on or in respect of any other shares of the Corporation ranking junior to the Preferred Shares Series 52 Preference Shares 24 (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking junior to the Preferred Shares Series 52 Preference Shares24);; or (c) the Corporation shall not redeem, purchase or otherwise retire less than all of the Preferred Shares Series 52 Preference Shares then outstanding;24; or (d) the Corporation shall not except pursuant to any purchase obligation, sinking fund, retraction privilege or mandatory redemption provisions attaching to any series of Preferred Shares, redeem, purchase or otherwise retire (except in connection with the exercise of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any shares of any class or series ranking on a parity with the Series 52 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any other shares ranking on a parity with the Preferred Shares Series 52 Preference Shares24; unless, in each such case, all dividends on outstanding Series 52 Preference Shares accrued up to and including those payable on the dividend payable payment date for the last completed period for which dividends were shall be payable shall have been declared and paid. Any approval paid or set apart for payment in respect of each series of cumulative Preferred Shares then issued and outstanding and on all other cumulative shares ranking on a parity with the holders Preferred Shares and there shall have been paid or set apart for payment all declared dividends in respect to each series of non-cumulative Preferred Shares (including the Preferred Shares Series 52 Preference Shares required to be given pursuant to Section 5 may be given in accordance 24) then issued and outstanding and on all other non-cumulative shares ranking on a parity with Section 9. Notwithstanding the provisions of Section 9, any approval required to be given pursuant to this Section 5 may be given by the affirmative vote of the holders of the majority of the Series 52 Preference Shares present or represented at a meeting or adjourned meeting of the holders of Series 51 Preference Shares duly called for that purpose and at which a quorum is presentPreferred Shares.

Restrictions on Dividends and Retirement of Shares. Without the approval of the holders of the outstanding Series 52 51 Preference Shares: (a) the Corporation shall not declare, pay or set apart for payment any dividends (other than stock dividends payable in shares of the Corporation ranking junior to the Series 52 51 Preference Shares) on any shares of the Corporation ranking junior to the Series 52 51 Preference Shares; (b) the Corporation shall not redeem, purchase or otherwise retire or make any capital distribution on or in respect of any shares of the Corporation ranking junior to the Series 52 51 Preference Shares (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking junior to the Series 52 51 Preference Shares); (c) the Corporation shall not purchase or otherwise retire less than all of the Series 52 51 Preference Shares then outstanding; (d) the Corporation shall not redeem, purchase or otherwise retire (except in connection with the exercise of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any shares of any class or series ranking on a parity with the Series 52 51 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 51 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any shares ranking on a parity with the Series 52 51 Preference Shares; unless, in each such case, all dividends on outstanding Series 52 51 Preference Shares accrued up to and including the dividend payable for the last completed period for which dividends were payable shall have been declared and paid. Any approval of the holders of the Series 52 51 Preference Shares required to be given pursuant to this Section 5 may be given in accordance with Section 9. Notwithstanding the provisions of Section 9, any approval required to be given pursuant to this Section 5 may be given by the affirmative vote of the holders of the majority of the Series 52 51 Preference Shares present or represented at a meeting or adjourned meeting of the holders of Series 51 Preference Shares duly called for that purpose and at which a quorum is present.

Restrictions on Dividends and Retirement of Shares. Without So long as any of the Preferred Shares Series 25 are outstanding, the Bank shall not at any time, without the approval of the holders of outstanding the Preferred Shares Series 52 Preference Shares:25 given as provided in Section (ix): (a) the Corporation shall not declare, pay or set apart for payment any dividends dividend on its Common Shares or any other shares ranking junior to the Preferred Shares Series 25 (other than stock dividends payable in any shares of the Corporation ranking junior to the Preferred Shares Series 52 Preference Shares) on any shares of the Corporation ranking junior to the Series 52 Preference Shares;25); or (b) the Corporation shall not redeem, purchase or otherwise retire any Common Shares or make any capital distribution on or in respect of any other shares of the Corporation ranking junior to the Preferred Shares Series 52 Preference Shares 25 (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking junior to the Preferred Shares Series 52 Preference Shares25);; or (c) the Corporation shall not redeem, purchase or otherwise retire less than all of the Preferred Shares Series 52 Preference Shares then outstanding;25; or (d) the Corporation shall not except pursuant to any purchase obligation, sinking fund, retraction privilege or mandatory redemption provisions attaching to any series of Preferred Shares, redeem, purchase or otherwise retire (except in connection with the exercise of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any shares of any class or series ranking on a parity with the Series 52 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any other shares ranking on a parity with the Preferred Shares Series 52 Preference Shares25; unless, in each such case, all dividends on outstanding Series 52 Preference Shares accrued up to and including those payable on the dividend payable payment date for the last completed period for which dividends were shall be payable shall have been declared and paid. Any approval paid or set apart for payment in respect of each series of cumulative Preferred Shares then issued and outstanding and on all other cumulative shares ranking on a parity with the holders Preferred Shares and there shall have been paid or set apart for payment all declared dividends in respect to each series of non-cumulative Preferred Shares (including the Preferred Shares Series 52 Preference Shares required to be given pursuant to Section 5 may be given in accordance 25) then issued and outstanding and on all other non-cumulative shares ranking on a parity with Section 9. Notwithstanding the provisions of Section 9, any approval required to be given pursuant to this Section 5 may be given by the affirmative vote of the holders of the majority of the Series 52 Preference Shares present or represented at a meeting or adjourned meeting of the holders of Series 51 Preference Shares duly called for that purpose and at which a quorum is presentPreferred Shares.

Restrictions on Dividends and Retirement of Shares. Without So long as any of the Series AN Preferred Shares are outstanding, the Corporation shall not, without the approval of the holders of outstanding Series 52 Preference SharesHolders: (a) the Corporation shall not declare, pay or set apart for payment any dividends (other than stock dividends payable in shares of the Corporation ranking as to capital and dividends junior to the Series 52 Preference AN Preferred Shares) on common shares of the Corporation (the “Common Shares”) or any other shares of the Corporation ranking as to dividends junior to the Series 52 Preference AN Preferred Shares; (b) the Corporation shall not redeem, purchase or otherwise retire or make any capital distribution on or in respect of any shares of the Corporation ranking junior to the Series 52 Preference Shares (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking as to capital and dividends junior to the Series 52 Preference AN Preferred Shares), redeem or call for redemption, purchase or otherwise pay off, retire or make any return of capital in respect of the Common Shares or any other shares of the Corporation ranking as to capital junior to the Series AN Preferred Shares; (c) the Corporation shall not redeem or call for redemption, purchase or otherwise pay off or retire for value or make any return of capital in respect of less than all of the Series 52 Preference AN Preferred Shares then outstanding;; or (d) the Corporation shall not redeemexcept pursuant to any purchase obligation, sinking fund, retraction privilege or mandatory redemption provisions attaching thereto, redeem or call for redemption, purchase or otherwise pay off, retire (except for value or make any return of capital in connection with the exercise respect of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any other shares of any class the Corporation, ranking as to dividends or series ranking capital on a parity with the Series 52 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any shares ranking on a parity with the Series 52 Preference AN Preferred Shares; unless, in each such case, all dividends Accrued and Unpaid Dividends on outstanding the Series 52 Preference AN Preferred Shares accrued up to and including the dividend Series AN Dividend payable for the last completed period for which dividends were payable shall Quarterly Floating Rate Period have been declared and paid. Any approval of the holders of the Series 52 Preference Shares required to be given pursuant to Section 5 may be given in accordance with Section 9paid or moneys set apart for payment. Notwithstanding the provisions of Section 911.2 hereof, any approval required to be given pursuant to this Section 5 may shall be required to be given only by the affirmative vote of the holders of the majority of the Series 52 Preference AN Preferred Shares present or represented at a meeting meeting, or adjourned meeting meeting, of the holders of Series 51 Preference AN Preferred Shares duly dully called for that the purpose and at which a quorum is present.

Restrictions on Dividends and Retirement of Shares. Without So long as any Preferred Shares are outstanding, the Bank will not, without the approval of the holders of the outstanding Series 52 Preference Preferred Shares: (a) the Corporation shall not , declare, pay or set apart for payment any dividends on any Class B preferred shares, any Common Shares or any other shares of the Bank ranking junior to the Preferred Shares (other than stock dividends payable in any shares of the Corporation Bank ranking junior to the Series 52 Preference Preferred Shares) on any shares of the Corporation ranking junior to the Series 52 Preference Shares; (b) the Corporation shall not ); redeem, purchase or otherwise retire any Class B preferred shares, any Common Shares or make any capital distribution on or in respect of any other shares of the Corporation Bank ranking junior to the Series 52 Preference Preferred Shares (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking junior to the Series 52 Preference Preferred Shares); (c) the Corporation shall not ; redeem, purchase or otherwise retire less than all of the Series 52 Preference Preferred Shares then outstanding; (d) ; or, except pursuant to any purchase obligation, sinking fund, retraction privilege or mandatory redemption provision attaching to any series of preferred shares of the Corporation shall not Bank, redeem, purchase purchase, or otherwise retire (except in connection with the exercise of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any shares of any class or series ranking on a parity with the Series 52 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any other shares ranking on a parity with the Series 52 Preference Preferred Shares; , unless, in each such case, all cumulative dividends on outstanding Series 52 Preference Shares accrued and unpaid up to and including the applicable dividend payable payment date for the last completed period for which dividends were payable shall have been declared and paid. Any approval paid or set apart for payment in respect of each series of cumulative Class A Preferred Shares then issued and outstanding and on all other cumulative shares ranking prior to or on a parity with the holders Class A Preferred Shares and there shall have been paid or set apart for payment all declared dividends in respect of each series of non-cumulative Class A Preferred Shares then issued and outstanding and on all other non-cumulative shares ranking prior to or on a parity with the Series 52 Preference Shares required to be given pursuant to Section 5 may be given in accordance with Section 9. Notwithstanding the provisions of Section 9, any approval required to be given pursuant to this Section 5 may be given by the affirmative vote of the holders of the majority of the Series 52 Preference Shares present or represented at a meeting or adjourned meeting of the holders of Series 51 Preference Shares duly called for that purpose and at which a quorum is presentPreferred Shares.

Restrictions on Dividends and Retirement of Shares. Without As long as any Series 2 Shares are outstanding, Concentra will not at any time, without the approval of the holders of outstanding the Series 52 Preference Shares2 Shares given as provided in Section 11: (a) the Corporation shall not declare, pay or set apart for payment any dividends (dividend on the Membership Shares, the Class A Shares, the Class B Shares, the Class C Shares or any other than stock dividends payable in shares of the Corporation ranking junior to the Series 52 Preference Shares) on any 2 Shares (other than share dividends payable in the form of shares of the Corporation ranking junior to the Series 52 Preference 2 Shares); (b) the Corporation shall not redeem, purchase or otherwise retire or make any capital distribution on or in respect of any shares of the Corporation Membership Shares, the Class A Shares, the Class B Shares, the Class C Shares or any other shares ranking junior to the Series 52 Preference 2 Shares (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking junior to the Series 52 Preference 2 Shares); (c) the Corporation shall not redeem, purchase or otherwise retire less than all of the Series 52 Preference Shares then outstanding;2 Shares; or (d) the Corporation shall not except pursuant to any purchase obligation, retraction privilege or mandatory redemption provisions attaching to any series of Class D shares of Concentra, redeem, purchase or otherwise retire (except in connection with the exercise of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any shares of any class or series ranking on a parity with the Series 52 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any other shares ranking on a parity with the Series 52 Preference 2 Shares; unless, in each such case, all dividends on outstanding the Series 52 Preference 2 Shares accrued up to and including those payable on the dividend payable Dividend Payment Date for the last completed period for which dividends were are payable shall and in respect of which the rights of holders have not been extinguished, and all dividends then accrued on all other shares ranking prior to or on a parity with Series 2 Shares up to the immediately preceding respective date or dates for payment and in respect of which the rights of holders of those shares have not been extinguished, have been declared and paid. Any approval of the holders of the Series 52 Preference Shares required to be given pursuant to Section 5 may be given in accordance with Section 9. Notwithstanding the provisions of Section 9, any approval required to be given pursuant to this Section 5 may be given by the affirmative vote of the holders of the majority of the Series 52 Preference Shares present paid or represented at a meeting or adjourned meeting of the holders of Series 51 Preference Shares duly called set apart for that purpose and at which a quorum is presentpayment.

Restrictions on Dividends and Retirement of Shares. Without So long as any of the Series AP Preferred Shares are outstanding, the Corporation shall not, without the approval of the holders of outstanding Series 52 Preference SharesHolders: (a) the Corporation shall not declare, pay or set apart for payment any dividends (other than stock dividends payable in shares of the Corporation ranking as to capital and dividends junior to the Series 52 Preference AP Preferred Shares) on common shares of the Corporation (the “Common Shares”) or any other shares of the Corporation ranking as to dividends junior to the Series 52 Preference AP Preferred Shares; (b) the Corporation shall not redeem, purchase or otherwise retire or make any capital distribution on or in respect of any shares of the Corporation ranking junior to the Series 52 Preference Shares (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking as to capital and dividends junior to the Series 52 Preference AP Preferred Shares), redeem or call for redemption, purchase or otherwise pay off, retire or make any return of capital in respect of the Common Shares or any other shares of the Corporation ranking as to capital junior to the Series AP Preferred Shares; (c) the Corporation shall not redeem or call for redemption, purchase or otherwise pay off or retire for value or make any return of capital in respect of less than all of the Series 52 Preference AP Preferred Shares then outstanding;; or (d) the Corporation shall not redeemexcept pursuant to any purchase obligation, sinking fund, retraction privilege or mandatory redemption provisions attaching thereto, redeem or call for redemption, purchase or otherwise pay off, retire (except for value or make any return of capital in connection with the exercise respect of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any other shares of any class the Corporation, ranking as to dividends or series ranking capital on a parity with the Series 52 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any shares ranking on a parity with the Series 52 Preference AP Preferred Shares; unless, in each such case, all dividends Accrued and Unpaid Dividends on outstanding the Series 52 Preference AP Preferred Shares accrued up to and including the dividend Series AP Dividend payable for the last completed period for which dividends were payable shall Quarterly Floating Rate Period have been declared and paid. Any approval of the holders of the Series 52 Preference Shares required to be given pursuant to Section 5 may be given in accordance with Section 9paid or moneys set apart for payment. Notwithstanding the provisions of Section 911.2 hereof, any approval required to be given pursuant to this Section 5 may shall be required to be given only by the affirmative vote of the holders of the majority of the Series 52 Preference AP Preferred Shares present or represented at a meeting meeting, or adjourned meeting meeting, of the holders of Series 51 Preference AP Preferred Shares duly dully called for that the purpose and at which a quorum is present.

Restrictions on Dividends and Retirement of Shares. Without So long as any of the Series AO Preferred Shares are outstanding, the Corporation shall not, without the approval of the holders of outstanding Series 52 Preference SharesHolders: (a) the Corporation shall not declare, pay or set apart for payment any dividends (other than stock dividends payable in shares of the Corporation ranking as to capital and dividends junior to the Series 52 Preference AO Preferred Shares) on the common shares of the Corporation (the “Common Shares”) or any other shares of the Corporation ranking as to dividends junior to the Series 52 Preference AO Preferred Shares; (b) the Corporation shall not redeem, purchase or otherwise retire or make any capital distribution on or in respect of any shares of the Corporation ranking junior to the Series 52 Preference Shares (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking as to capital and dividends junior to the Series 52 Preference AO Preferred Shares), redeem or call for redemption, purchase or otherwise pay off, retire or make any return of capital in respect of the Common Shares or any other shares of the Corporation ranking as to capital junior to the Series AO Preferred Shares; (c) the Corporation shall not redeem or call for redemption, purchase or otherwise pay off or retire for value or make any return of capital in respect of less than all of the Series 52 Preference AO Preferred Shares then outstanding;; or (d) the Corporation shall not redeemexcept pursuant to any purchase obligation, sinking fund, retraction privilege or mandatory redemption provisions attaching thereto, redeem or call for redemption, purchase or otherwise pay off, retire (except for value or make any return of capital in connection with the exercise respect of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any other shares of any class the Corporation, ranking as to dividends or series ranking capital on a parity with the Series 52 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any shares ranking on a parity with the Series 52 Preference AO Preferred Shares; unless, in each such case, all dividends Accrued and Unpaid Dividends on outstanding the Series 52 Preference AO Preferred Shares accrued up to and including the dividend Series AO Dividend payable for the last completed period for which dividends were payable shall Dividend Period have been declared and paid. Any approval of the holders of the Series 52 Preference Shares required to be given pursuant to Section 5 may be given in accordance with Section 9paid or moneys set apart for payment. Notwithstanding the provisions of Section 911 hereof, any approval required to be given pursuant to this Section 5 may shall be required to be given only by the affirmative vote of the holders of the majority of the Series 52 Preference AO Preferred Shares present or represented at a meeting meeting, or adjourned meeting meeting, of the holders of Series 51 Preference AO Preferred Shares duly dully called for that the purpose and at which a quorum is present.

Restrictions on Dividends and Retirement of Shares. Without So long as any of the Series AM Preferred Shares are outstanding, the Corporation shall not, without the approval of the holders of outstanding Series 52 Preference SharesHolders: (a) the Corporation shall not declare, pay or set apart for payment any dividends (other than stock dividends payable in shares of the Corporation ranking as to capital and dividends junior to the Series 52 Preference AM Preferred Shares) on the common shares of the Corporation (the “Common Shares”) or any other shares of the Corporation ranking as to dividends junior to the Series 52 Preference AM Preferred Shares; (b) the Corporation shall not redeem, purchase or otherwise retire or make any capital distribution on or in respect of any shares of the Corporation ranking junior to the Series 52 Preference Shares (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking as to capital and dividends junior to the Series 52 Preference AM Preferred Shares), redeem or call for redemption, purchase or otherwise pay off, retire or make any return of capital in respect of the Common Shares or any other shares of the Corporation ranking as to capital junior to the Series AM Preferred Shares; (c) the Corporation shall not redeem or call for redemption, purchase or otherwise pay off or retire for value or make any return of capital in respect of less than all of the Series 52 Preference AM Preferred Shares then outstanding;; or (d) the Corporation shall not redeemexcept pursuant to any purchase obligation, sinking fund, retraction privilege or mandatory redemption provisions attaching thereto, redeem or call for redemption, purchase or otherwise pay off, retire (except for value or make any return of capital in connection with the exercise respect of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any other shares of any class the Corporation, ranking as to dividends or series ranking capital on a parity with the Series 52 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any shares ranking on a parity with the Series 52 Preference AM Preferred Shares; unless, in each such case, all dividends Accrued and Unpaid Dividends on outstanding the Series 52 Preference AM Preferred Shares accrued up to and including the dividend Series AM Dividend payable for the last completed period for which dividends were payable shall Dividend Period have been declared and paid. Any approval of the holders of the Series 52 Preference Shares required to be given pursuant to Section 5 may be given in accordance with Section 9paid or moneys set apart for payment. Notwithstanding the provisions of Section 911 hereof, any approval required to be given pursuant to this Section 5 may shall be required to be given only by the affirmative vote of the holders of the majority of the Series 52 Preference AM Preferred Shares present or represented at a meeting meeting, or adjourned meeting meeting, of the holders of Series 51 Preference AM Preferred Shares duly dully called for that the purpose and at which a quorum is present.

Restrictions on Dividends and Retirement of Shares. Without As long as any Series 1 Shares are outstanding, Concentra will not at any time, without the approval of the holders of outstanding the Series 52 Preference Shares1 Shares given as provided in Section 11: (a) the Corporation shall not declare, pay or set apart for payment any dividends (dividend on the Membership Shares, the Class A Shares, the Class B Shares, the Class C Shares or any other than stock dividends payable in shares of the Corporation ranking junior to the Series 52 Preference Shares) on any 1 Shares (other than share dividends payable in the form of shares of the Corporation ranking junior to the Series 52 Preference 1 Shares); (b) the Corporation shall not redeem, purchase or otherwise retire or make any capital distribution on or in respect of any shares of the Corporation Membership Shares, the Class A Shares, the Class B Shares, the Class C Shares or any other shares ranking junior to the Series 52 Preference 1 Shares (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking junior to the Series 52 Preference 1 Shares); (c) the Corporation shall not redeem, purchase or otherwise retire less than all of the Series 52 Preference Shares then outstanding;1 Shares; or (d) the Corporation shall not except pursuant to any purchase obligation, retraction privilege or mandatory redemption provisions attaching to any series of Class D shares of Concentra, redeem, purchase or otherwise retire (except in connection with the exercise of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any shares of any class or series ranking on a parity with the Series 52 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any other shares ranking on a parity with the Series 52 Preference 1 Shares; unless, in each such case, all dividends on outstanding the Series 52 Preference 1 Shares accrued up to and including those payable on the dividend payable Dividend Payment Date for the last completed period for which dividends were are payable shall and in respect of which the rights of holders have not been extinguished, and all dividends then accrued on all other shares ranking prior to or on a parity with the Series 1 Shares up to the immediately preceding respective date or dates for payment and in respect of which the rights of holders of those shares have not been extinguished, have been declared and paid. Any approval of the holders of the Series 52 Preference Shares required to be given pursuant to Section 5 may be given in accordance with Section 9. Notwithstanding the provisions of Section 9, any approval required to be given pursuant to this Section 5 may be given by the affirmative vote of the holders of the majority of the Series 52 Preference Shares present paid or represented at a meeting or adjourned meeting of the holders of Series 51 Preference Shares duly called set apart for that purpose and at which a quorum is presentpayment.

Restrictions on Dividends and Retirement of Shares. Without So long as any of the Preferred Shares are outstanding, the Bank will not, without the approval of the holders of outstanding Series 52 Preference the Preferred Shares: (a) the Corporation shall not , declare, pay or set apart for payment any dividends on any Common Shares or any other shares of the Bank ranking junior to the Preferred Shares (other than stock dividends payable in on any shares of the Corporation ranking junior to the Series 52 Preference Preferred Shares) on any shares of the Corporation ranking junior to the Series 52 Preference Shares; (b) the Corporation shall not ); redeem, purchase or otherwise retire any Common Shares or make any capital distribution on or in respect of any other shares of the Corporation Bank ranking junior to the Series 52 Preference Preferred Shares (except out of the net cash proceeds of a substantially concurrent issue of shares of the Corporation ranking junior to the Series 52 Preference Preferred Shares); (c) the Corporation shall not ; redeem, purchase or otherwise retire less than all of the Series 52 Preference Shares then outstanding; (d) Preferred Shares; or except pursuant to any purchase obligation, sinking fund, retraction privilege or mandatory redemption provision attaching to any series of preferred shares of the Corporation shall not Bank, redeem, purchase purchase, or otherwise retire (except in connection with the exercise of any retraction privilege or any mandatory redemption or purchase obligation attaching thereto) any shares of any class or series ranking on a parity with the Series 52 Preference Shares provided that, for greater certainty, the covenant in this Section (d) shall not limit or affect any such action in respect of any class of shares ranking in priority to the Series 52 Preference Shares; or (e) the Corporation shall not issue any additional Class A Preference Shares or any other shares ranking on a parity with the Series 52 Preference Preferred Shares; unless, unless in each such case, case all dividends on outstanding Series 52 Preference Shares accrued up to and including the dividend payable payment date for the last completed period for which dividends were are payable shall have been declared and paid. Any approval , or set apart for payment, in respect of each series of cumulative Class B preferred shares then issued and outstanding and on all other cumulative shares ranking on a parity with the Class B preferred shares of the holders Bank and there will have been paid or set apart for payment all declared dividends in respect of each series of non-cumulative Class B preferred shares of the Series 52 Preference Shares required to be given pursuant to Section 5 may be given in accordance Bank (including the Preferred Shares) then issued and outstanding and on all other non-cumulative shares ranking on a parity with Section 9. Notwithstanding the provisions of Section 9, any approval required to be given pursuant to this Section 5 may be given by the affirmative vote Class B preferred shares of the holders of the majority of the Series 52 Preference Shares present or represented at a meeting or adjourned meeting of the holders of Series 51 Preference Shares duly called for that purpose and at which a quorum is presentBank.