Common use of Shareholder Proposals Clause in Contracts

Shareholder Proposals. For any Shareholder proposal to be presented in connection with an annual meeting of Shareholders of the Company, as permitted by this Agreement or required by applicable law, including any proposal relating to the nomination of a person to be elected to the Board of Directors of the Company, the Shareholders must have given timely notice thereof in writing to the Secretary of the Company. To be timely, a Shareholder's notice shall be delivered to the Secretary at the principal business offices of the Company not less than 60 days nor more than 90 days prior to the first anniversary of the preceding year's annual meeting; provided, however, that in the event that the date of the annual meeting is advanced by more than 30 days or delayed by more than 60 days from such anniversary date, notice by the Shareholder to be timely must be so delivered not earlier than the 90th day prior to such annual meeting and not later than the close of business on the later of the 60th day prior to such annual meeting or the tenth day following the day on which public announcement of the date of such meeting is first made. Such Shareholder's notice shall set forth (a) as to each person whom the Shareholder proposes to nominate for election or reelection as a Director, all information relating to such person that is required to be disclosed in solicitations of proxies for election of Directors, or is otherwise required, in each case pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended (including such person's written consent to being named in the proxy statement as a nominee and to serving as a Director if elected); (b) as to any other business that the Shareholder proposes to bring before the meeting, a brief description of the business desired to be brought before the meeting, the reasons for conducting such business at the meeting and any material interest in such business of such Shareholder and of the beneficial owner, if any, on whose behalf the proposal is made; and (c) as to the Shareholder giving the notice and the beneficial owner, if any, on whose behalf the nomination or proposal is made, (i) the name and address of such Shareholder, as they may appear on the Company's books, and of such beneficial owner and (ii) the class and number of Shares of the Company which are owned beneficially and of record by such Shareholder and such beneficial owner.

Shareholder Proposals. For any Shareholder shareholder proposal to be presented in connection with an annual meeting of Shareholders shareholders of the Company, as permitted by this Agreement or required by applicable law, including any proposal relating to the nomination of a person trustee to be elected to the Board of Directors Trustees of the Company, the Shareholders shareholders must have given timely notice thereof in writing to the Secretary of the Company. To be timely, a Shareholdershareholder's notice proposal shall be delivered to the Secretary at the principal business executive offices of the Company not less than 60 120 days nor more than 90 days prior in advance of the release date of the Company's proxy statement to the first anniversary of shareholders in connection with the preceding year's annual meeting; provided, however, that in the event that the date of the annual meeting is advanced by more than 30 days or delayed by more than 60 days from such anniversary date, notice by the Shareholder shareholder to be timely must be so delivered not earlier than the 90th day prior to such annual meeting and not later than the close of business on the later of the 60th day prior to such annual meeting or the tenth day following the day on which public announcement of the date of such meeting is first made. Such Shareholder's shareholders' notice shall set forth (a) as to each person whom the Shareholder shareholder proposes to nominate for election or reelection re-election as a Director, trustee all information relating to such person that is required to be disclosed in solicitations of proxies for election of Directorstrustees, or is otherwise required, in each case case, pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended (the "Exchange Act") (including such person's written consent to being named in the proxy statement as a nominee and to serving as a Director trustee if elected); (b) as to any other business that the Shareholder shareholder proposes to bring before the meeting, a brief description of the business desired to be brought before the meeting, the reasons for conducting such business at the meeting and any material interest in such business of such Shareholder shareholder and of the beneficial owner, if any, on whose behalf the proposal is made; and (c) as to the Shareholder shareholder giving the notice and the beneficial owner, if any, on whose behalf the nomination or proposal is made, (i) the name and address of such Shareholdershareholder, as they may appear on the Company's books, and of such beneficial owner and (ii) the class and number of Shares shares of beneficial interest of the Company which are owned beneficially and of record by such Shareholder shareholders and such beneficial owner. For the 1995 annual meeting the previous year's meeting shall be deemed to have taken place on May 12, 1994; provided that this sentence shall cease to be a part of these By-Laws after the holding of the 1995 annual meeting and any adjournments thereof.

Shareholder Proposals. For any Shareholder proposal to Except as otherwise provided by statute, the corporation’s Articles of Incorporation or these Bylaws: (a) No matter may be presented in connection with for shareholder action at an annual or special meeting of Shareholders shareholders unless such matter is: (i) specified in the notice of the Company, as permitted by this Agreement meeting (or required by applicable law, including any proposal relating supplement to the nomination notice) given by or at the direction of a person to be elected to the Board of Directors Directors; (ii) otherwise presented at the meeting by or at the direction of the CompanyBoard of Directors; (iii) properly presented for action at the meeting by a shareholder in accordance with the notice provisions set forth in this Section 4.11 and any other applicable requirements; or (iv) a procedural matter presented, or accepted for presentation, by the Chair in his or her sole discretion (b) For a matter to be properly presented by a shareholder, the Shareholders shareholder must have given timely notice thereof of the matter in writing to the Secretary of the Companycorporation. To be timely, a Shareholder's the notice shall must be delivered to the Secretary or mailed to and received at the principal business executive offices of the Company corporation not less than 60 days nor more than 90 120 calendar days prior to the first anniversary of the preceding year's annual meeting; provided, however, that in the event that date corresponding to the date of the corporation’s proxy statement or notice of meeting released to shareholders in connection with the last preceding annual meeting is advanced of shareholders in the case of an annual meeting (unless the corporation did not hold an annual meeting within the last year, or if the date of the upcoming annual meeting changed by more than 30 thirty days from the date of the last preceding meeting, then the notice must be delivered or delayed by mailed and received not more than 60 ten days from such anniversary date, notice by after the Shareholder to be timely must be so delivered not earlier than the 90th day prior to such annual meeting and not later than the close of business on the later of the 60th day prior to such annual meeting or the tenth day following the day on which public announcement of the date of such the notice of the meeting is first madeor public disclosure of the date of the meeting), and not more than ten days after the earlier of the date of the notice of the meeting or public disclosure of the date of the meeting in the case of a special meeting. Such Shareholder's The notice shall by the shareholder must set forth forth: (ai) as a brief description of the matter the shareholder desires to each person whom present for shareholder action; (ii) the Shareholder proposes to nominate name and record address of the shareholder proposing the matter for election shareholder action; (iii) the class and number of shares of capital stock of the corporation that are beneficially owned by the shareholder; and (iv) any material interest of the shareholder in the matter proposed for shareholder action. For purposes of this Section 4.11(b), “public disclosure” means disclosure in a press release reported by the Dow Joxxx Xews Service, Associated Press or reelection as other comparable national financial news service or in a Director, all information relating to such person that is required to be disclosed in solicitations of proxies for election of Directors, or is otherwise required, in each case document publicly filed by the corporation with the Securities and Exchange Commission pursuant to Regulation 14A under Section 13, 14 or 15 of the Securities Exchange Act of 1934, as amended (including such person's written consent to being named in the proxy statement as a nominee and to serving as a Director if elected); (b) as to any other business that the Shareholder proposes to bring before the meeting, a brief description of the business desired to be brought before the meeting, the reasons for conducting such business at the meeting and any material interest in such business of such Shareholder and of the beneficial owner, if any, on whose behalf the proposal is made; and amended. (c) as Except to the Shareholder giving extent that a shareholder proposal submitted pursuant to this Section 4.11 is not made available at the time of mailing, the notice and of the beneficial owner, if any, on whose behalf purposes of the nomination or proposal is made, (i) meeting shall include the name and address of such Shareholderand the number of shares of the voting security held by the proponent of each shareholder proposal (d) Notwithstanding the above, if the shareholder desires to require the corporation to include the shareholder’s proposal in the corporation’s proxy materials, matters and proposals submitted for inclusion in the corporation’s proxy materials shall be governed by the solicitation rules and regulations of the Securities Exchange Act of 1934, as they may appear on the Company's booksamended, and of such beneficial owner and (ii) the class and number of Shares of the Company which are owned beneficially and of record by such Shareholder and such beneficial ownerincluding without limitation Rule 14a-8.

Shareholder Proposals. For any Shareholder proposal to Except as otherwise provided by statute, the corporation’s Articles of Incorporation or these Bylaws: (a) No matter may be presented in connection with for shareholder action at an annual or special meeting of Shareholders shareholders unless such matter is: (i) specified in the notice of the Company, as permitted by this Agreement meeting (or required by applicable law, including any proposal relating supplement to the nomination notice) given by or at the direction of a person to be elected to the Board of Directors Directors; (ii) otherwise presented at the meeting by or at the direction of the CompanyBoard of Directors; (iii) properly presented for action at the meeting by a shareholder in accordance with the notice provisions set forth in this Section 4.11 and any other applicable requirements; or (iv) a procedural matter presented, or accepted for presentation, by the Chair in his or her sole discretion (b) For a matter to be properly presented by a shareholder, the Shareholders shareholder must have given timely notice thereof of the matter in writing to the Secretary of the Companycorporation. To be timely, a Shareholder's the notice shall must be delivered to the Secretary or mailed to and received at the principal business executive offices of the Company corporation not less than 60 days nor more than 90 120 calendar days prior to the first anniversary of the preceding year's annual meeting; provided, however, that in the event that date corresponding to the date of the corporation’s proxy statement or notice of meeting released to shareholders in connection with the last preceding annual meeting is advanced of shareholders in the case of an annual meeting (unless the corporation did not hold an annual meeting within the last year, or if the date of the upcoming annual meeting changed by more than 30 thirty days from the date of the last preceding meeting, then the notice must be delivered or delayed by mailed and received not more than 60 ten days from such anniversary date, notice by after the Shareholder to be timely must be so delivered not earlier than the 90th day prior to such annual meeting and not later than the close of business on the later of the 60th day prior to such annual meeting or the tenth day following the day on which public announcement of the date of such the notice of the meeting is first madeor public disclosure of the date of the meeting), and not more than ten days after the earlier of the date of the notice of the meeting or public disclosure of the date of the meeting in the case of a special meeting. Such Shareholder's The notice shall by the shareholder must set forth forth: (ai) as a brief description of the matter the shareholder desires to each person whom present for shareholder action; (ii) the Shareholder proposes to nominate name and record address of the shareholder proposing the matter for election shareholder action; (iii) the class and number of shares of capital stock of the corporation that are beneficially owned by the shareholder; and (iv) any material interest of the shareholder in the matter proposed for shareholder action. For purposes of this Section 4.11(b), “public disclosure” means disclosure in a press release reported by the Dow Xxxxx News Service, Associated Press or reelection as other comparable national financial news service or in a Director, all information relating to such person that is required to be disclosed in solicitations of proxies for election of Directors, or is otherwise required, in each case document publicly filed by the corporation with the Securities and Exchange Commission pursuant to Regulation 14A under Section 13, 14 or 15 of the Securities Exchange Act of 1934, as amended (including such person's written consent to being named in the proxy statement as a nominee and to serving as a Director if elected); (b) as to any other business that the Shareholder proposes to bring before the meeting, a brief description of the business desired to be brought before the meeting, the reasons for conducting such business at the meeting and any material interest in such business of such Shareholder and of the beneficial owner, if any, on whose behalf the proposal is made; and amended. (c) as Except to the Shareholder giving extent that a shareholder proposal submitted pursuant to this Section 4.11 is not made available at the time of mailing, the notice and of the beneficial owner, if any, on whose behalf purposes of the nomination or proposal is made, (i) meeting shall include the name and address of such Shareholderand the number of shares of the voting security held by the proponent of each shareholder proposal (d) Notwithstanding the above, if the shareholder desires to require the corporation to include the shareholder’s proposal in the corporation’s proxy materials, matters and proposals submitted for inclusion in the corporation’s proxy materials shall be governed by the solicitation rules and regulations of the Securities Exchange Act of 1934, as they may appear on the Company's booksamended, and of such beneficial owner and (ii) the class and number of Shares of the Company which are owned beneficially and of record by such Shareholder and such beneficial ownerincluding without limitation Rule 14a-8.

Shareholder Proposals. For any Any Shareholder proposal who is entitled to be presented vote in connection with an annual meeting the election of Shareholders trustees and who meets the requirements of the Company, as permitted by this Agreement or required by applicable law, including any proposal relating to the nomination of a person to be elected to the Board of Directors of the Company, the Shareholders must have given timely notice thereof in writing to the Secretary of the Company. To be timely, a Shareholder's notice shall be delivered to the Secretary at the principal business offices of the Company not less than 60 days nor more than 90 days prior to the first anniversary of the preceding year's annual meeting; provided, however, that in the event that the date of the annual meeting is advanced by more than 30 days or delayed by more than 60 days from such anniversary date, notice by the Shareholder to be timely must be so delivered not earlier than the 90th day prior to such annual meeting and not later than the close of business on the later of the 60th day prior to such annual meeting or the tenth day following the day on which public announcement of the date of such meeting is first made. Such Shareholder's notice shall set forth (a) as to each person whom the Shareholder proposes to nominate for election or reelection as a Director, all information relating to such person that is required to be disclosed in solicitations of proxies for election of Directors, or is otherwise required, in each case pursuant to Regulation 14A proxy rules under the Securities Exchange Act of 1934, as amended amended, may submit to the Board of Trustees proposals to be considered for submission to the Shareholders of the Trust for their vote. The introduction of any Shareholder proposal that the Board of Trustees decides should be voted on by the Shareholders of the Trust, shall be made by notice in writing delivered or mailed by first class United States mail, postage prepaid, to the Secretary of the Trust, and received by the Secretary no later than the close of business on the seventh day following the date on which notice of a meeting is first given to Shareholders. Each such notice shall set forth: (including such person's written consent a) the proposal to being named in the proxy statement as a nominee and to serving as a Director if elected)be introduced; (b) as to any other business that the Shareholder proposes to bring before the meeting, a brief description of the business desired to be brought before the meeting, the reasons for conducting such business at the meeting and any material interest in such business of such Shareholder and of the beneficial owner, if any, on whose behalf the proposal is made; and (c) as to the Shareholder giving the notice and the beneficial owner, if any, on whose behalf the nomination or proposal is made, (i) the name and address of the Shareholder who intends to make the proposal; (c) a representation that the Shareholder is a holder of record or beneficial owner of Shares of the Trust entitled to vote at such Shareholdermeeting (together with such proof thereof as would meet the requirements for proposals that are to be included in the Trust’s proxy statements pursuant to Rule 14a-8 under the Securities Exchange Act of 1934, as they may amended, or any successor to such Rule) and intends to appear on in person or by proxy at the Company's booksmeeting to introduce the proposal or proposals, and of such beneficial owner specified in the notice; and (iid) the class and number of Shares held of the Company which are record, owned beneficially and of record represented by proxy by such Shareholder as of the record date for the meeting (if such date shall then have been made publicly available) and as of the date of such beneficial ownernotice. The Chairman of the Meeting may refuse to acknowledge the introduction of any Shareholder proposal not made in compliance with the foregoing procedure.