Certain Voting Rights. So long as any shares of Series --------------------- 1997-A Preferred Stock are outstanding, the savings bank shall not, without the consent or vote of the holders of at least two-thirds of the outstanding shares of Series 1997-A Preferred Stock, voting separately as a class, (i) amend, alter or repeal or otherwise change any provision of the charter of the savings bank or this Supplementary Charter Section if such amendment, alteration, repeal or change would materially and adversely affect the rights, preferences, powers or privileges of the Series 1997-A Preferred Stock, or (ii) authorize, create, issue or increase the authorized or issued amount of any class or series of any equity securities of the savings bank, or any warrants, options or other rights convertible or exchangeable into any class or series of any equity securities of the savings bank, ranking prior to the Series 1997-A Preferred Stock, either as to dividend rights or rights on liquidation, dissolution or winding up of the savings bank. The creation or issuance of stock that is Parity Stock or Junior Stock in respect of the payment of dividends or the distribution of assets upon liquidation, dissolution or winding up of the savings bank, or a merger, consolidation, reorganization or other business combination in which the savings bank is not the surviving or successor entity, or an amendment that increases the number of authorized shares of Series 1997-A Preferred Stock or substitutes the surviving entity in a merger or consolidation for the savings bank, shall not be deemed to be a material and adverse change requiring a vote of the holders of shares of Series 1997-A Preferred Stock pursuant to this paragraph 6(c).
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Certain Voting Rights. So long as any shares of Series --------------------- 1997-A --------------------- Preferred Stock are outstanding, the savings bank shall not, without the consent or vote of the holders of at least two-thirds of the outstanding shares of Series 1997-A Preferred Stock, voting separately as a class, (i) amend, alter or repeal or otherwise change any provision of the charter of the savings bank or this Supplementary Charter Section if such amendment, alteration, repeal or change would materially and adversely affect the rights, preferences, powers or privileges of the Series 1997-A Preferred Stock, or (ii) authorize, create, issue or increase the authorized or issued amount of any class or series of any equity securities of the savings bank, or any warrants, options or other rights convertible or exchangeable into any class or series of any equity securities of the savings bank, ranking prior to the Series 1997-A Preferred Stock, either as to dividend rights or rights on liquidation, dissolution or winding up of the savings bank. The creation or issuance of stock that is Parity Stock or Junior Stock in respect of the payment of dividends or the distribution of assets upon liquidation, dissolution or winding up of the savings bank, or a merger, consolidation, reorganization or other business combination in which the savings bank is not the surviving or successor entity, or an amendment that increases the number of authorized shares of Series 1997-A Preferred Stock or substitutes the surviving entity in a merger or consolidation for the savings bank, shall not be deemed to be a material and adverse change requiring a vote of the holders of shares of Series 1997-A Preferred Stock pursuant to this paragraph 6(c).
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Sources: Reorganization Agreement (Golden State Bancorp Inc)