Voting Limitations. The Trustees, and any successor, or holder of the Shares (other than the beneficial owners) shall vote the Shares in accordance with the recommendation of the Board of Directors of Settlor with regard to the election of Directors to the Board of directors of Settlor and any sale, mortgage, or pledge of all or substantially all of the assets of the Settlor, or for any change in the capital structure or the powers of the Settlor, or in connection with any merger, consolidation, sale, reorganization, dissolution or similar type of transaction involving the Settlor, unless the Trustees are advised by counsel in writing that to do so would violate their fiduciary duty to the beneficial owners.
Appears in 2 contracts
Sources: Shareholder Agreement (Cap Rock Energy Corp), Shareholder Agreement (Cap Rock Energy Corp)