Merger and Consolidation Conversion. 25 (a) Merger and Consolidation................................................................25 (b) Conversion..............................................................................25 Section 4. Reorganization..............................................................................26 Section 5. Amendments..................................................................................26 Section 6. Filing of Copies, References, Headings......................................................27 Section 7.
Merger and Consolidation Conversion. 27
(a) Merger and Consolidation 27 (b) Conversion 27 Section 4. Reorganization 28 Section 5. Amendments 28 Section 6. Filing of Copies, References, Headings 29
Merger and Consolidation Conversion. (a) Merger and Consolidation. (b) Section 4. Reorganization
Merger and Consolidation Conversion. 31 (a) Merger and Consolidation.................................31 (b) Conversion...............................................32 Section 4. Reorganization...........................................32 Section 5. Master Feeder Structure..................................33 Section 6. Absence of Appraisal or Dissenters' Rights...............33
Merger and Consolidation Conversion. (a) The Fund may merge or consolidate with or into one or more limited partnerships formed under the Delaware Act or other business entities pursuant to an agreement of merger or consolidation that has been approved in the manner contemplated by Section 17-211 of the Delaware Act.
(b) Notwithstanding anything to the contrary contained herein, an agreement of merger or consolidation approved in accordance with Section 17-211(b) of the Delaware Act may, to the extent permitted by Section 17-211(g) of the Delaware Act, (i) effect any amendment to this Agreement, (ii) effect the adoption of a new partnership agreement for the Fund if it is the surviving or resulting limited partnership in the merger or consolidation, or (iii) provide that the partnership agreement of any other constituent limited partnership to the merger or consolidation (including a limited partnership formed for the purpose of consummating the merger or consolidation) shall be the partnership agreement of the surviving or resulting limited partnership.
(c) The Board of Directors may, without the vote of the Investors, (i) cause the Fund to convert to a corporation, statutory trust or association, a real estate investment trust, a common-law trust, a general partnership (including a limited liability partnership) or a limited liability company, organized, formed or created under the laws of the State of Delaware, as permitted pursuant to Section 17-219 of the Delaware Act and (ii) in connection with any such conversion, to cause any outstanding Interests to be exchanged or converted into securities of or interests in the business form into which the Fund is converted under or pursuant to any state or federal statute to the extent permitted by law.
Merger and Consolidation Conversion. 15 (a) Merger and Consolidation............................15 (b) Conversion..........................................15
Merger and Consolidation Conversion. 22 (a) Merger and Consolidation..........................................................................22 (b) Conversion........................................................................................23 SECTION 4. REORGANIZATION....................................................................................23 SECTION 5. AMENDMENTS........................................................................................24
Merger and Consolidation Conversion. Pursuant to an agreement of merger or consolidation, the Trust, or any one or more Series, may, by act of a majority of the Board of Trustees, merge or consolidate with or into one or more business trusts or other business entities formed or organized or existing under the laws of the State of Delaware or any other state or the United States or any foreign country or other foreign jurisdiction. Any such merger or consolidation shall not require the vote of the Shareholders affected thereby, unless such vote is required by the 1940 Act, or unless such merger or consolidation would result in an amendment of this Declaration of Trust, which would otherwise require the approval of such Shareholders. In accordance with Section 3815(f) of the DSTA, an agreement of merger or consolidation may affect any amendment to this Declaration of Trust or the By-Laws or affect the adoption of a new declaration of trust or by-laws of the Trust if the Trust is the surviving or resulting business trust. Upon completion of the merger or consolidation, the Trustees shall file a certificate of merger or consolidation in accordance with Section 3810 of the DSTA. A majority of the Board of Trustees may, without the vote or consent of the Shareholders, cause (i) the Trust to convert to a common-law trust, a general partnership, limited partnership or a limited liability company organized, formed or created under the laws of the State of Delaware as permitted pursuant to Section 3821 of the DSTA; (ii) the Shares of the Trust or any Series to be converted into beneficial interests in another business trust (or series thereof) created pursuant to this Section 3 of this Article VIII; or (iii) the Shares to be exchanged under or pursuant to any state or federal statute to the extent permitted by law; provided, however, that if required by the 1940 Act, no such statutory conversion, Share conversion or Share exchange shall be effective unless the terms of such transaction shall first have been approved at a meeting called for that purpose by the “vote of a majority of the outstanding voting securities,” as such phrase is defined in the 1940 Act, of the Trust or Series, as applicable; provided, further, that in all respects not governed by statute or applicable law, the Board of Trustees shall have the power to prescribe the procedure necessary or appropriate to accomplish a sale of assets, merger or consolidation including the power to create one or more separate business trusts to which ...
Merger and Consolidation Conversion. Section 3. Reorganization.................................................
Merger and Consolidation Conversion. [INSERT PAGE NUMBER] Section 3.Reorganization.[INSERT PAGE NUMBER]
