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D. A statement that the amendment was duly adopted by the | board of directors. |
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| | Sec. B-57. 13-C MRSA §625, as enacted by PL 2001, c. 640, Pt. A, §2 | and affected by Pt. B, §7, is repealed and the following enacted | in its place: |
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| | 1.__Board authority to issue options.__A corporation may issue | rights, options or warrants for the purchase of shares or other | securities of the corporation.__The corporation's board of | directors shall determine: |
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| A.__The terms upon which the rights, options or warrants are | issued; and |
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| B.__The terms including the consideration for which the | shares or other securities are issued. |
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| The authorization by the board of directors for the corporation | to issue these rights, options or warrants constitutes | authorization of the issuance of the shares or other securities | for which the rights, options or warrants are exercisable. |
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| | 2.__Limitations based on holdings.__The terms and conditions | of these rights, options or warrants, including those outstanding | on the effective date of this section, may include, without | limitation, restrictions or conditions that: |
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| A.__Preclude or limit the exercise, transfer or receipt of | these rights, options or warrants by any person or persons | owning or offering to acquire a specified number or | percentage of the outstanding shares or other securities of | the corporation or by any transferee of the person; or |
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| B.__Invalidate or void these rights, options or warrants | held by the person or the transferee. |
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| | Sec. B-58. 13-C MRSA §641, sub-§4 is enacted to read: |
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| | 4.__Preemptive rights.__Nothing in this section detracts from | or takes away the preemptive rights that pertained to any shares | of a corporation that were issued and outstanding on June 30, | 2003.__The rights may be altered by an amendment adopted pursuant | to chapter 10. |
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