Common use of Shareholders Voting Powers and Meetings Clause in Contracts

Shareholders Voting Powers and Meetings. The Shareholders shall have power to vote only (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof, (ii) with respect to any investment adviser as provided in Article IV, Section 7 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IX, Section 7 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, and (vii) with respect to such additional matters relating to the Trust as may be required by law, by this Declaration of Trust, by the By-Laws or by any registration of the Trust with the Securities and Exchange Commission or any state, or as the Trustees may consider necessary or desirable. Notwithstanding any other provisions of this Declaration of Trust, on any matter submitted to a vote of Shareholders, all Shares of the Trust then entitled to vote shall be voted by individual series or class, except that (1) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and (2) when the Trustees have determined that the matter affects only the interests of one or more series or class, then only Shareholders of such series or class(es) shall be entitled to vote thereon. The Shareholders may hold meetings and take action as provided in the By-Laws, subject to the requirements of the 1940 Act where applicable. Until Shares are issued, the Trustees may exercise all rights of Shareholders and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by Shareholders.

Shareholders Voting Powers and Meetings. SECTION 1. VOTING POWERS, MEETINGS, NOTICE, AND RECORD DATES. The Shareholders shall have power to vote only with respect to (ia) for the election or of Trustees as provided in Section 2 of this Article and Section 1 of Article IV; (b) the removal of Trustees as provided in Article IV, Section 1 hereof, 1(d); (iic) with respect to any investment adviser as provided in Article IV, Section 7 hereof, advisory or management contract; (iiid) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IXVIII, Section 4 hereof, 2; (ive) with respect to any the amendment of this Declaration of Trust to the extent and as provided in Article IXVIII, Section 7 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, 3; and (viif) with respect to such additional matters relating to the Trust as may be required or authorized by law, by this Declaration of Trust, by or the By-Laws or by any registration of the Trust with the Securities and Exchange Commission or any stateState, or as the Trustees may consider necessary or desirable. Each whole Share shall be entitled to one vote as any matter on which it is entitled to vote and each fractional Share shall be entitled to a proportionate fractional vote. Notwithstanding any other provisions provision of this Declaration of Trust, on any matter matters submitted to a vote of the Shareholders, all Shares of the Trust then entitled to vote shall be voted by individual series or classin aggregate, except that except: (1i) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and Series; (2ii) when the matter involves the termination of a Series or any other action that the Trustees have determined that the matter affects will affect only the interests of one or more series or classSeries, then only Shareholders of such series Series shall be entitled to vote thereon; and (iii) when the matter involves any action that the Trustees have determined will affect only the interests of one or class(es) more Classes, then only the Shareholders of such Class or Classes shall be entitled to vote thereon. There shall be no cumulative voting in the election of Trustees. Shares may be voted in person or by proxy or in any manner provided for in the By-Laws. A proxy may be given in writing. The Shareholders By-Laws may hold meetings and take action as provided provide that proxies may also, or may instead, be given by an electronic or telecommunications device or in any other manner. Notwithstanding anything else contained herein or in the By-Laws, subject to in the requirements event a proposal by anyone other than the officers or Trustees of the 1940 Act where applicableTrust is submitted to a vote of the Shareholders of one or more Series or Classes thereof or of the Trust, or in the event of any proxy contest or proxy solicitation or proposal in opposition to any proposal by the officers or Trustees of the Trust,Shares may be voted only by written proxy or in person at a meeting. Until Shares are issued, the Trustees may exercise all rights of Shareholders and may take any action required by law, this Declaration of Trust or the By-By- Laws to be taken by the Shareholders. Meetings of the Shareholders shall be called and notice thereof and record dates therefor shall be given and set as provided in the By- Laws.

Shareholders Voting Powers and Meetings. The Shareholders shall have power to vote only (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof, (ii) with respect to any investment adviser as provided in Article IV, Section 7 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IX, Section 7 9 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, and (vii) with respect to such additional matters relating to the Trust as may be required by law, by this Declaration of Trust, by the By-Laws ByLaws or by any registration of the Trust with the Securities and Exchange Commission or any state, or as the Trustees may consider necessary or desirable. Notwithstanding any other provisions of this Declaration of Trust, on any matter submitted to a vote of Shareholders, all Shares of the Trust then entitled to vote shall be voted by individual series or class, except that (1) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and (2) when the Trustees have determined that the matter affects only the interests of one or more series or class, then only Shareholders of such series or class(es) shall be entitled to vote thereon. The Shareholders may hold meetings and take action as provided in the By-Laws, subject to the requirements of the 1940 Act where applicable. Until Each whole Share shall be entitled to one vote as to any matter on which it is entitled to vote and each fractional share shall be entitled to a proportionate fractional vote. There shall be no cumulative voting in the election of Trustees. Shares may be voted in person or by proxy. A proxy with respect to Shares held in the name of two or more persons shall be valid if executed by any one of them, unless at or prior to exercise of the proxy the Trust receives a specific written notice to the contrary from any one of them. A proxy purporting to be executed by or on behalf of a Shareholder shall be deemed valid unless challenged at or prior to its exercise, and the burden of proving invalidity shall rest on the challenger. At any time when no Shares of a Series are issuedoutstanding, the Trustees may exercise all rights of Shareholders of that Series and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by Shareholders.

Shareholders Voting Powers and Meetings. The Shareholders shall have power to vote only (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof, (ii) with respect to any investment adviser as provided in Article IV, Section 7 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IX, Section 7 9 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, and (vii) with respect to such additional matters relating to the Trust as may be required by law, by this Declaration of Trust, by the By-Laws ByLaws or by any registration of the Trust with the Securities and Exchange Commission or any state, or as the Trustees may consider necessary or desirable. Notwithstanding any other provisions of this Declaration of Trust, on any matter submitted to a vote of Shareholders, all Shares of the Trust then entitled to vote shall be voted by individual 13 series or class, except that (1) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and (2) when the Trustees have determined that the matter affects only the interests of one or more series or class, then only Shareholders of such series or class(es) shall be entitled to vote thereon. The Shareholders may hold meetings and take action as provided in the By-Laws, subject to the requirements of the 1940 Act where applicable. Until Each whole Share shall be entitled to one vote as to any matter on which it is entitled to vote and each fractional share shall be entitled to a proportionate fractional vote. There shall be no cumulative voting in the election of Trustees. Shares may be voted in person or by proxy. A proxy with respect to Shares held in the name of two or more persons shall be valid if executed by any one of them, unless at or prior to exercise of the proxy the Trust receives a specific written notice to the contrary from any one of them. A proxy purporting to be executed by or on behalf of a Shareholder shall be deemed valid unless challenged at or prior to its exercise, and the burden of proving invalidity shall rest on the challenger. At any time when no Shares of a Series are issuedoutstanding, the Trustees may exercise all rights of Shareholders of that Series and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by Shareholders.

Shareholders Voting Powers and Meetings. The Shareholders shall have power to vote only (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof, (ii) with respect to any investment adviser as provided in Article IV, Section 7 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IX, Section 7 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, and (vii) with respect to such additional matters relating to the Trust as may be required by law, by this Declaration of Trust, by the By-Laws or by any registration of the Trust with the Securities and Exchange Commission or any state, or as the Trustees may consider necessary or desirable. Notwithstanding any other provisions of this Declaration of Trust, on any matter submitted to a vote of Shareholders, all Shares of the Trust then entitled to vote shall be voted by individual series or class, except that (1) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and (2) when the Trustees have determined that the matter affects only the interests of one or more series or class, then only Shareholders of such series or class(es) shall be entitled to vote thereon. The Shareholders may hold meetings and take action as provided in the By-Laws, subject to the requirements of the 1940 Act where applicable. Until Shares are issued, the Trustees may exercise all rights of Shareholders and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by Shareholders.

Shareholders Voting Powers and Meetings. The Shareholders shall have power to vote only (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof, (ii) with respect to any investment adviser as provided in Article IV, Section 7 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IX, Section 7 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, and (vii) with respect to such additional matters relating to the Trust as may be required by law, by this Declaration of Trust, Trust by the By-Laws or by any registration of the Trust with the Securities and Exchange Commission or any state, or as the Trustees may consider necessary or desirable. Notwithstanding Notwith- standing any other provisions of this Declaration of Trust, on any matter submitted to a vote of Shareholders, all Shares of the Trust then entitled to vote shall be voted by individual series or class, except that (1) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and (2) when the Trustees have determined that the matter affects only the interests of one or more series or class, then only Shareholders of such series or class(es) shall be entitled to vote thereon. The Shareholders may hold meetings and take action as provided in the By-Laws, subject to the requirements of the 1940 Act where applicable. Until Shares are issued, the Trustees may exercise all rights of Shareholders and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by Shareholders.

Shareholders Voting Powers and Meetings. SECTION 1. VOTING POWERS, MEETINGS, NOTICE, AND RECORD DATES. The Shareholders shall have power to vote only with respect to (ia) for the election or of Trustees as provided in Section 2 of this Article and Section 1 of Article IV; (b) the removal of Trustees as provided in Article IV, Section 1 hereof, 1(d); (iic) with respect to any investment adviser advisory or management contract as provided in Article IVVI, Section 7 hereof, 1; (iiid) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IXVIII, Section 4 hereof, 3; (ive) with respect to any the amendment of this Declaration of Trust to the extent and as provided in Article IXVIII, Section 7 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, 5; and (viif) with respect to such additional matters relating to the Trust as may be required or authorized by law, by this Declaration of Trust, by or the By-Laws or by any registration of the Trust with the Securities and Exchange Commission or any stateState, or as the Trustees may consider necessary or desirable. Each whole Share shall be entitled to one vote as any matter on which it is entitled to vote and each fractional Share shall be entitled to a proportionate fractional vote. Notwithstanding any other provisions provision of this Declaration of Trust, on any matter matters submitted to a vote of the Shareholders, all Shares of the Trust then entitled to vote shall be voted by individual series or classin aggregate, except that except: (1i) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and Series; (2ii) when the matter involves the termination of a Series or any other action that the Trustees have determined that the matter affects will affect only the interests of one or more series or classSeries, then only Shareholders of such series Series shall be entitled to vote thereon; and (iii) when the matter involves any action that the Trustees have determined will affect only the interests of one or class(es) more Classes, then only the Shareholders of such Class or Classes shall be entitled to vote thereon. There shall be no cumulative voting in the election of Trustees. Shares may be voted in person or by proxy or in any manner provided for in the By-Laws. A proxy may be given in writing. The Shareholders By-Laws may hold meetings and take action as provided provide that proxies may also, or may instead, be given by an electronic or telecommunications device or in any other manner. Notwithstanding anything else contained herein or in the By-Laws, subject to in the requirements event a proposal by anyone other than the officers or Trustees of the 1940 Act where applicableTrust is submitted to a vote of the Shareholders of one or more Series or Classes thereof or of the Trust, or in the event of any proxy contest or proxy solicitation or proposal in opposition to any proposal by the officers or Trustees of the Trust, Shares may be voted only by written proxy or in person at a meeting. Until Shares are issued, the Trustees may exercise all rights of Shareholders and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by the Shareholders. Meetings of the Shareholders shall be called and notice thereof and record dates therefor shall be given and set as provided in the By-Laws.

Shareholders Voting Powers and Meetings. The Shareholders shall have the power to vote only (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof, (ii) with respect to any investment adviser as provided in Article IV, Section 7 9 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IX, Section 7 9 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, and (vii) with respect to such additional matters relating to the Trust as may be required by law, by this Declaration of Trust, by the By-Laws or by any an registration of the Trust with the Securities and Exchange Commission or any state, or as the Trustees may consider necessary or desirable. Notwithstanding any other provisions of this Declaration of Trust, on any matter submitted to a vote of Shareholders, all Shares of the Trust then entitled to vote shall be voted by individual series or class, except that (1) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and (2) when the Trustees have determined that the matter affects only the interests of one or more series or class, then only Shareholders of such series or class(es) shall be entitled to vote thereon. The Shareholders may hold meetings and take action as provided in the By-Laws, subject to the requirements of the 1940 Act where applicable. Until Shares are issued, the Trustees may exercise all rights of Shareholders and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by Shareholders.

Shareholders Voting Powers and Meetings. SECTION 1. VOTING POWERS, MEETINGS, NOTICE, AND RECORD DATES. The Shareholders shall have power to vote only only: (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof, and (ii) with respect to any investment adviser as provided in Article IV, Section 7 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IX, Section 7 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, and (vii) with respect to such additional matters relating to the Trust as may be required by applicable law, by this Declaration of Trust, by the By-Laws or by any registration of the Trust with the Securities and Exchange Commission (or any statesuccessor agency), or as the Trustees may consider necessary or desirable. Each whole Share shall be entitled to one vote as to any matter on which it is entitled to vote and each fractional Share shall be entitled to a proportionate fractional vote. Notwithstanding any other provisions provision of this Declaration of Trust, on any matter matters submitted to a vote of the Shareholders, all Shares of the Trust then entitled to vote shall be voted by individual series or classin aggregate, except that except: (1i) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and Series; (2ii) when the matter involves the termination of a Series or any other action that the Trustees have determined that the matter affects will affect only the interests of one or more series or classSeries, then only Shareholders of such series Series shall be entitled to vote thereon; and (iii) when the matter involves any action that the Trustees have determined will affect only the interests of one or class(es) more Classes, then only the Shareholders of such Class or Classes shall be entitled to vote thereon. There shall be no cumulative voting in the election of Trustees. Shares may be voted in person or by proxy. A proxy may be given in writing. The Shareholders By-Laws may hold meetings and take action as provided provide that proxies may also, or may instead, be given by an electronic or telecommunications device or in any other manner. Notwithstanding anything else contained herein or in the By-Laws, subject to in the requirements event a proposal by anyone other than the officers or Trustees of the 1940 Act where applicableTrust is submitted to a vote of the Shareholders of one or more Series or Classes thereof or of the Trust, or in the event of any proxy contest or proxy solicitation or proposal in opposition to any proposal by the officers or Trustees of the Trust, Shares may be voted only by written proxy or in person at a meeting. Until Shares are issued, the Trustees may exercise all rights of Shareholders and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by the Shareholders. Meetings of the Shareholders shall be called and notice thereof and record dates therefor shall be given and set as provided in the By- Laws.

Shareholders Voting Powers and Meetings. SECTION 1. VOTING POWERS, MEETINGS, NOTICE, AND RECORD DATES. The Shareholders shall have power to vote only (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof, (ii) with respect to any investment adviser as provided in Article IV, Section 7 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IX, Section 7 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof1, and (viiii) with respect to such additional matters relating to the Trust as may be required by applicable law, by this Declaration of Trust, by the By-Laws or by any registration of the Trust with the Securities and Exchange Commission (or any successor agency) or any state, or as the Trustees may consider necessary or desirable. Each whole Share shall be entitled to one vote as any matter on which it is entitled to vote and each fractional Share shall be entitled to a proportionate fractional vote. Notwithstanding any other provisions provision of this Declaration of Trust, on any matter submitted to a vote of Shareholders, all Shares Share of the Trust then entitled to vote shall be voted by individual series or class, except that (1) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and Series; (2ii) when the matter involves the termination of a Series or any other action that the Trustees have determined that the matter affects will affect only the interests of one or more series or classSeries, then only Shareholders of such series Series shall be entitled to vote thereon; and (iii) when the matter involves any action that the Trustees have determined will affect only the interests of one or class(es) more Classes, then only the Shareholder of such Class or Classes shall be entitled to vote thereon. There shall be no cumulative voting in the election of Trustees. Shares may be voted in person or by proxy. A proxy may be given in writing. The Shareholders By-Laws may hold meetings and take action as provided provide that proxies may also, or may instead, be given by an electronic or telecommunications device or in any other manner. Notwithstanding anything else contained herein or in the By-Laws, subject to in the requirements event a proposal by anyone other than the officers or Trustees of the 1940 Act where applicableTrust is submitted to a vote of the Shareholders of one or more Series or Classes thereof or of the Trust, or in the event of any proxy contest or proxy solicitation or proposal in opposition to any proposal by the officers or Trustees of the Trust, Shares may be voted only in person or by written proxy at a meeting. Until Shares are issued, the Trustees may exercise all rights of Shareholders and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by the Shareholders. Meeting of the Shareholders shall be called and notice thereof and record dates therefor shall be given and set as provided in the By-Laws.

Shareholders Voting Powers and Meetings. The Shareholders shall have power to vote only (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof, (ii) with respect to any investment adviser as provided in Article IV, Section 7 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IX, Section 7 9 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, and (vii) with respect to such additional matters relating to the Trust as may be required by law, by this Declaration of Trust, by the By-Laws or by any registration of the Trust with the Securities and Exchange Commission or any state, or as the Trustees may consider necessary or desirable. Notwithstanding any other provisions of this Declaration of Trust, on any matter submitted to a vote of Shareholders, all Shares of the Trust then entitled to vote shall be voted by individual series or class, except that (1) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and (2) when the Trustees have determined that the matter affects only the interests of one or more series or class, then only Shareholders of such series or class(es) shall be entitled to vote thereon. The Shareholders may hold meetings and take action as provided in the By-Laws, subject to the requirements of the 1940 Act where applicable. Until At any time when no Shares of a Series are issuedoutstanding, the Trustees may exercise all rights of Shareholders of that Series and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by Shareholders.

Shareholders Voting Powers and Meetings. Section 1. VOTING POWERS, MEETINGS, NOTICE, AND RECORD DATES. The Shareholders shall have power to vote only only: (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof, and (ii) with respect to any investment adviser as provided in Article IV, Section 7 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IX, Section 7 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, and (vii) with respect to such additional matters relating to the Trust as may be required by applicable law, by this Declaration of Trust, by the By-Laws or by any registration statement of the Trust with the Securities and Exchange Commission (or any state, successor agency) or as the Trustees may consider necessary or desirable. Shareholders shall be entitled to one vote for each dollar, and a fractional vote for each fraction of a dollar, of net asset value per Share for each Share held, as to any matter on which the Share is entitled to vote. Notwithstanding any other provisions provision of this Declaration of Trust, on any matter matters submitted to a vote of the Shareholders, all Shares shares of the Trust then entitled to vote shall be voted by individual series or classin aggregate, except that except: (1i) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and Series; (2ii) when the matter involves any action that the Trustees have determined that the matter affects will affect only the interests of one or more series or classSeries, then only Shareholders of such series Series shall be entitled to vote thereon; and (iii) when the matter involves any action that the Trustees have determined will affect only the interests of one or class(es) more Classes, then only the Shareholders of such Class or Classes shall be entitled to vote thereon. The Shareholders may hold meetings and take action as provided There shall be no cumulative voting in the election of Trustees. Shares may be voted in person or by proxy. A proxy may be given in writing. The By-LawsLaws may provide that proxies may also, subject to the requirements of the 1940 Act where applicableor may instead, be given by an electronic or telecommunications device or in any other manner. Until Shares are issued, the Trustees may exercise all rights of Shareholders and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by Shareholdersthe Shareholders Meetings of the Shareholders shall be called and notice thereof and record dates therefor shall be given and set as provided in the By-Laws.

Shareholders Voting Powers and Meetings. The Shareholders shall have power to vote only (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof, (ii) with respect to any investment adviser as provided in Article IV, Section 7 9 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IX, Section 7 9 hereof, (v) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (vi) with respect to any merger, consolidation, sale of assets, or incorporation of the Trust or any series to the extent and as provided in Article IX, Sections 6 and 7 hereof, and (vii) with respect to such additional matters relating to the Trust as may be required by law, by this Declaration of Trust, by the By-Laws or by any registration of the Trust with the Securities and Exchange Commission or any state, or as the Trustees may consider necessary or desirable. Notwithstanding any other provisions of this Declaration of Trust, on any matter submitted to a vote of Shareholders, all Shares of the Trust then entitled to vote shall be voted by individual series or class, except that (1) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, and (2) when the Trustees have determined that the matter affects only the interests of one or more series or class, then only Shareholders of such series or class(es) shall be entitled to vote thereon. The Shareholders may hold meetings and take action as provided in the By-Laws, subject to the requirements of the 1940 Act where applicable. Until Shares are issued, the Trustees may exercise all rights of Shareholders and may take any action required by law, this Declaration of Trust or the By-Laws to be taken by Shareholders.

Shareholders Voting Powers and Meetings. The Section 1. Voting Powers Subject to the voting powers of one or more classes of Shares as set forth elsewhere in this Declaration of Trust or in the By-Laws, the Shareholders shall have power to vote only (i) for the election or removal of Trustees as provided in Article IV, Section 1 hereof1, (ii) with respect to any investment adviser as provided in Article IV, Section 7 hereof, (iii) with respect to any termination of the Trust or any series or class to the extent and as provided in Article IX, Section 4 hereof, (iv) with respect to any amendment of this Declaration of Trust to the extent and as provided in Article IXVIII, Section 7 hereof8, (viii) to the same extent as the stockholders of a Massachusetts business corporation as to whether or not a court action, proceeding or claim should or should not be brought or maintained derivatively or as a class action on behalf of the Trust or the Shareholders, (viiv) with respect to any merger, consolidation, sale of assets, or incorporation the termination of the Trust or any series Series or class to the extent and as provided in Article IXVIII, Sections 6 and 7 hereofSection 4, and (viiv) with respect to such additional matters relating to the Trust as may be required by law, by this Declaration of Trust, by the By-Laws or by any registration of the Trust with the Securities and Exchange Commission (or any successor agency) or any state, or as the Trustees may consider necessary or desirable. Notwithstanding Each whole Share shall be entitled to one vote as to any other provisions of this Declaration of Trust, matter on which it is entitled to vote and each fractional Share shall be entitled to a proportionate fractional vote. On any matter submitted to a vote of Shareholders, all Shares of the Trust then entitled to vote shall, except as otherwise provided in the By-Laws, be voted in the aggregate as a single class without regard to series or classes of shares, except (1) when required by the 1940 Act or when the Trustees shall have determined that the matter affects one or more Series or classes of Shares materially differently, Shares shall be voted by individual series or class, except that (1) when so required by the 1940 Act, then Shares shall be voted in the aggregate and not by individual series or class, ; and (2) when the Trustees have determined that the matter affects only the interests of one or more series or classclasses, then only Shareholders of such series or class(es) classes shall be entitled to vote thereon. The Shareholders may hold meetings and take action as provided There shall be no cumulative voting in the By-Laws, subject election of Trustees. Shares may be voted in person or by proxy. A proxy with respect to Shares held in the name of two or more persons shall be valid if executed by any one of them unless at or prior to exercise of the proxy the Trust receives a specific written notice to the requirements contrary from any one of them. A proxy purporting to be executed by or on behalf of a Shareholder shall be deemed valid unless challenged at or prior to its exercise and the 1940 Act where applicableburden of proving invalidity shall rest on the challenger. Until At any time when no Shares of a Series or class are issued, outstanding the Trustees may exercise all rights of Shareholders of that Series or class with respect to matters affecting that Series or class and may with respect to that Series or class take any action required by law, this Declaration of Trust or the By-Laws to be taken by Shareholdersthe Shareholders thereof.