Common use of Number and Term Clause in Contracts

Number and Term. The Board of Directors shall consist of not fewer than three, nor more than twelve Directors, as specified by resolution of the majority of the entire Board of Directors, provided that at least 40% of the entire Board of Directors shall be persons who are not interested persons of the Corporation as defined in the 1940 Act. Beginning with the first annual meeting of the stockholders held after the initial public offering of the shares of the Fund, the Directors shall be divided into three classes, and shall be designated as Class I, Class II and Class III Directors, respectively. The Class I Directors elected at such initial annual meeting shall serve for a term of office expiring at the next succeeding annual stockholders meeting following such initial annual meeting. The Class II Directors elected at such initial annual meeting shall serve for a term of office expiring at the second succeeding annual stockholders meeting following such initial annual meeting. The Class III Directors elected at such initial annual meeting shall serve for a term of office expiring at the third succeeding annual stockholders meeting following such initial annual meeting. After expiration of the terms of office specified for the Directors elected at such initial annual meeting, the Directors of each class shall serve for terms of three (3) years, or, when filling a vacancy, for the unexpired portion of such term and until their successors are elected and have qualified. If the number of Directors is changed, any increase or decrease shall be apportioned among the classes by the Board of Directors so as to maintain the number of Directors in each class as nearly as possible, but in no event shall a decrease in the number of Directors shorten the term of any incumbent Director.

Number and Term. The Board of Directors shall consist of not fewer than three, nor more than twelve Directors, as specified by resolution of the majority of the entire Board of Directors, provided that at least 40% of the entire Board of Directors shall be persons who are not interested persons of the Corporation as defined in the 1940 ActInvestment Company Act of 1940. Beginning with the first annual meeting of the stockholders held after the initial public offering of the shares of the Fund, the Directors shall be divided into three classes, and shall be designated as Class I1, Class II II, and Class III Directors, respectively. The Class I Directors elected at such initial annual meeting shall serve for a term of office expiring at the next succeeding annual stockholders meeting following such initial annual meeting. The Class II Directors elected at such initial annual meeting shall serve for a term of office expiring at the second succeeding annual stockholders meeting following such initial annual meeting. The Class III Directors elected at such initial annual meeting shall serve for a term of office expiring at the third succeeding annual stockholders meeting following such initial annual meeting. After expiration of the terms of office specified for the Directors elected at such initial annual meeting, the Directors of each class shall serve for terms of three (3) years, or, when filling a vacancy, for the unexpired portion of such term and until their successors are elected and have qualified. If the number of Directors is changed, any increase or decrease shall be apportioned among the classes by the Board of Directors so as to maintain the number of Directors in each class as nearly as possible, but in no event shall a decrease in the number of Directors shorten the term of any incumbent Director.