Common use of Trust Action Clause in Contracts

Trust Action. The Trust shall use its best efforts and take all action within its power to cause each Board Designee to be elected or appointed to serve as a member of the Board as promptly as practicable after the date upon which he or she has been so designated. Without limiting the generality of the foregoing, the Trust shall take any of the following actions if required in order to effect the election or appointment of a Board Designee: (i) If there exists a vacancy on the Board, the Trust shall take all necessary action within its power to cause such vacancy to be filled through the appointment of such Board Designee. (ii) If the Board is authorized by law to increase the number of members of the Board without approval of the Shareholders, the Trust shall take all necessary action within its power to increase the size of the Board and cause each newly created trusteeship to be filled by the appointment of a Board Designee. (iii) The Trust shall nominate such Board Designee for election as a member of the Board at the next meeting of the Shareholders at which members of the Board are to be elected and, in connection therewith, shall recommend to the Shareholders the election of such Board Designee and vote in favor of such Board Designee all legally effective proxies received from Shareholders that authorize or direct any Officer or Trustee, as proxy holder, to vote in the election of Trustees for such Board Designee or which grant to any Officer or Trustee the power to exercise his or her discretion in voting in the election of Trustees.

Appears in 2 contracts

Sources: Shareholder Agreement (Hines Real Estate Investment Trust Inc), Shareholder Agreement (Hines Real Estate Investment Trust Inc)

Trust Action. The Trust shall use its best efforts and take all action within its power to cause each Board Designee to be elected or appointed to serve as a member of the Board as promptly as practicable after the date upon which he or she has been so designated. Without limiting the generality of the foregoing, the Trust shall take any of the following actions if required in order to effect the election or appointment of a Board Designee: (i) If there exists a vacancy on the Board, the Trust shall take all necessary action within its power to cause such vacancy to be filled through the appointment of such Board Designee. (ii) If the Board is authorized by law to increase the number of members of the Board without approval of the Shareholders, the Trust shall take all necessary action within its power to increase the size of the Board and cause each newly created trusteeship to be filled by the appointment of a Board Designee. (iii) The Trust shall nominate such Board Designee for election as a member of the Board at the next meeting of the Shareholders at which members of the Board are to be elected and, in connection therewith, shall recommend to the Shareholders the election of such Board Designee and vote in favor of such Board Designee all legally effective proxies received from Shareholders that authorize or direct any Officer officer or Trustee, as proxy holder, to vote in the election of Trustees for such Board Designee or which grant to any Officer officer or Trustee the power to exercise his or her discretion in voting in the election of Trustees.

Appears in 1 contract

Sources: Shareholder Agreement (Hines Real Estate Investment Trust Inc)