Common use of Sale of Shares; Reclassification Clause in Contracts

Sale of Shares; Reclassification. Subject to more detailed provisions set forth in Article II, the Directors shall have the power to permit Persons to purchase Shares and become Shareholders of the Company, and to add to or reduce, in whole or in part, their Shares in any Series, provided that Shares shall be sold only to Eligible Accredited Investors. The Directors shall also have the power to acquire, hold, resell, dispose of, transfer, classify, reclassify and otherwise deal in Shares of the Company or any Series. Any Shares reacquired by the Company shall not be automatically cancelled but shall, in the discretion of the Directors from time to time, be held as treasury Shares and reissued for such consideration and on such terms as the Directors determine, or cancelled. The Directors shall have full power and authority, in their sole discretion, and without obtaining any authorization or vote of the Shareholders of the Company or any Series or Class thereof, (i) to divide the limited liability company interest in the Company, or in any Series or Class thereof that may be established from time to time, into Shares, without par value as the Directors shall determine, (ii) to issue Shares without limitation as to number (including fractional Shares), to such Persons and for such amount and type of consideration, subject to any restriction set forth in the Bylaws, including cash or securities or other assets, at such time or times and on such terms as the Directors may deem appropriate, (iii) to establish and designate and to change in any manner the limited liability company interest in the Company, or any Series or Class thereof, and to fix such preferences, voting powers, rights, duties and privileges and business purpose of the limited liability company interest in the Company, or any Series or Class thereof, as the Directors may from time to time determine, which preferences, voting powers, rights, duties and privileges may be senior or subordinate to (or in the case of business purpose, different from) any existing Series or Class and may be limited to specified property or obligations of the Company or profits and losses associated with specified property or obligations of the Company, subject to the provisions of the 1940 Act, (iv) to divide or combine the Shares of the Company, or any Series or Class thereof, into a greater or lesser number without thereby materially changing the proportionate limited liability company interest of the Shares of the Company, or any Series or Class, in the assets held with respect to the Company or any such Series, (v) to classify or reclassify any issued Shares of the Company, or any Series or Class thereof, into Shares of one or more Series or Classes thereof and (vi) to take such other action with respect to the Shares as the Directors may deem desirable.

Appears in 8 contracts

Samples: Limited Liability Company Agreement (Fidelity Central Investment Portfolios II LLC), Limited Liability Company Agreement (Fidelity Master Portfolios LLC), Limited Liability Company Agreement (Fidelity Central Investment Portfolios II LLC)

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