JOINT FILING AND SOLICITATION AGREEMENT JOINDER AGREEMENT
Exhibit
99.1
JOINDER
AGREEMENT
WHEREAS,
Western Investment LLC, Western Investment Hedged Partners, L.P., Western
Investment Activism Partners LLC, Western Investment Total Return Fund Ltd.,
Western Investment Total Return Partners L.P., Xxxxxx X. Xxxxxx, Xxxxxxx X.
Xxxxxxx and Xxxxxxx Xxxxxx entered into a Joint Filing and Solicitation
Agreement on January 22, 2008 (the “Agreement”) for the purpose of seeking
representation on the Board of Directors of Xxxxx & Steers REIT and Utility
Income Fund, Inc., a Maryland corporation (the “Fund”);
WHEREAS,
Xxxx X. Xxxxxxx (the “New Member) wishes to join the Group (as defined in the
Agreement).
NOW, IT
IS AGREED, this 3rd day of March 2008 by the parties hereto:
1. In
accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934,
as amended, the New Member agrees to the joint filing on behalf of her of
statements on Schedule 13D with respect to the securities of the Fund to the
extent required under applicable securities laws. The New Member
agrees to be bound by the other terms of the Agreement (a copy of which is
attached hereto), the terms of which are incorporated herein and made a part
hereof.
2. The
New Member agrees to take all reasonable steps to request, all at Western
Investment’s sole cost and expense, a complete list of record and beneficial
holders of the Fund’s securities, and related materials.
3. This
Agreement may be executed in counterparts, each of which shall be deemed an
original and all of which, taken together, shall constitute but one and the same
instrument, which may be sufficiently evidenced by one counterpart.
IN
WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as
of the day and year first above written.
By:
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/s/
Xxxxxx X.
Xxxxxx
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Name:
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Xxxxxx
X. Xxxxxx
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Title:
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Managing
Member
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By:
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/s/
Xxxx X. Xxxxxxx
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Name:
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XXXX
X. XXXXXXX
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