Relevant Issues Sample Clauses

Relevant Issues. The following issues (the “Relevant Issues”) shall require the approval of Shareholders holding over eighty percent (80%) of the Company’s voting capital, without which the Company will not take, and will not allow any of its Subsidiary Companies to take, nor will any Shareholders take any measure to authorize or otherwise allow any of its Subsidiary Companies to carry out: i) Any amendments or changes to the Corporate Documents of the Company or its Subsidiary Companies which may represent a substantive change in the Company’s corporate governance principles, as determined in Chapter III hereof, or restrictions to the transference of shares contemplated in Chapter V of this Shareholders’ Agreement, or would significantly and adversely affect one of the Shareholders’ rights set forth in this Shareholders’ Agreement, including the creation of reserves or any other change which might give rise to any restriction to payment of dividends to Shareholders; ii) Acquisition by the Company of ownership interests in other companies or in other activities, or upon acquisition of other companies’ assets, in the case of this acquisition, and any corporate restructurings, including, without limitation, any merger, consolidation, recapitalization, take-over, merger of shares, and spin-off, drop-down of shares, in the event these corporate restructurings (a) fail to determine that the Company will be the surviving entity; (b) include the following fixed telephony operators resulting from Telebrás’ privatization process: Brasil Telecom, Telemar and Telefonica or any of their affiliates, subsidiaries and successors; (c) include any companies or assets not related to the Company’s purposes; or (d) enter into commercial agreements between, on one hand, any Shareholders and respective Affiliated Companies and, on the other hand, the other party of the corporate restructuring; iii) The creation of a new class of shares, any other securities, or any change in the preferences or advantages of any existing class of shares or the creation of redeemable shares; iv) Any substantive change in the corporate structure, including its change in another type of company, or in the Company’s corporate purpose, or its headquarters; v) stating, accruing, or paying any dividends or another distribution in relation to the Company’s or its subsidiaries’ capital stock, except if required by Law or by the Company’s Organizational Documents or otherwise purchase or redeem, directly or indirectly, an...