LD 1539
pg. 25
Page 24 of 101 An Act To Amend the Laws Relating to Corporations, Limited Partnerships, Limite... Page 26 of 101
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LR 1942
Item 1

 
(3) In a designated amount or in an amount At prices and
in amounts specified, or determined in accordance with a
designated formula or by reference to extrinsic data or
events;

 
C. Entitle the holders to distributions calculated in any
manner, including dividends that may be cumulative,
noncumulative or partially cumulative; or

 
D. Have preference over any other class or series of shares
with respect to distributions, including dividends and
distributions upon the dissolution of the corporation.

 
The description of the designations, preferences, limitations,
and relative rights of share classes in this subsection is not
exhaustive.

 
4. Rules of construction for preferred shares. Unless
otherwise provided by this Act or by a corporation's articles of
incorporation or by resolution of the board of directors in the
case of shares whose terms may be fixed as provided by section
602:

 
A. Shares that are preferred as to dividends are deemed
cumulative preferred shares;

 
B. Shares that are preferred as to dividends are not
entitled to participate in dividends beyond the amount of
the stated dividend preference;

 
C. Shares that are preferred as to dividends are preferred,
on liquidation of the corporation, to the extent of the par
or stated value of the shares, if any;

 
D. Shares that are preferred as to liquidation are not
entitled to participate in liquidation payments beyond the
amount of the liquidation preference stated in the articles
of incorporation or implied under paragraph C;

 
E. If preferred shares cumulative as to dividends are
entitled to a preferential payment on liquidation, the
payment must also include the amount of dividends accrued
but unpaid as of the date of liquidation;

 
F. Shares that are preferred as to dividends or as to
payments upon liquidation are not entitled to vote; and

 
G. "Liquidation," "rights upon liquidation" and terms of like
import shall refer to the formal dissolution of the


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