754 ARTICLE 23.

commissioners aforesaid shall make their award in writing in triplicate
original, and shall deliver one of such originals to each party and file the
other with the Clerk of the Court within five (5) days after completing
the same; and if either party be dissatisfied with such award, exceptions
thereto shall be filed within fifteen (15) days after the award shall be filed
by the commissioners as aforesaid; and thereupon the Court shall fully
hear and consider the said exceptions, and either affirm the said award or
set the same aside, as it shall determine, and if set aside, appoint three other
disinterested commissioners to make another appraisement; whereupon
the same procedure shall be had as often as the Court shall set aside said
appraisement; and commissioners appointed by the Court as aforesaid shall
file their award as hereinabove provided within five (5) days after the day
of their appointment. If any stockholder shall proceed as herein author-
ized for the ascertainment and determination of the value of his stock of
the selling company, such action shall be treated as and conclusively pre-
sumed to be an election on the part of such stockholder to accept the cash
value of his stock as the same shall be ascertained and determined in the
proceeding herein authorized, and any. right of conversion or exchange of
his stock for stock of the purchasing company shall by the institution of
such proceedings be terminated and annulled.

Third. If by the terms of the agreement stockholders of the selling com-
pany shall be given the right to convert or exchange their shares of stock
into shares of stock of the purchasing company, the failure or refusal of
any holders of shares of the selling company to accept within the period of
six months after the date named in said agreement for payment thereof
the cash value of their said shares as defined and set forth in said agree-
ment, shall be treated as and conclusively presumed to be an election on
the part of such holders to accept the stock of the purchasing company to
which by the terms 'of said agreement they shall be entitled, and thereafter
such holders shall be entitled only to exercise the privilege of exchange of
their stock for stock of the purchasing company upon the terms and condi-
tions provided in said agreement, and the cash value of said shares as de-
fined and set forth in said agreement shall be retained by and become the
property of the purchasing company. But the provision of this paragraph
shall not apply to the holder or holders of stock of the selling company who
shall, pursuant to the provisions of paragraph Second thereof, have taken
the proceedings authorized therein for the determination of the value of
their shares.

Fourth—In connection with and to consummate any purchase author-
ized by the terms of this section, the purchasing company may issue its
own capital stock or bonds, either or both, to such amount as may be re-
quired by the agreement or as may be otherwise necessary in order to pro-
vide the price or consideration to be paid by the purchasing company or to
pay off or retire the bonds or capital stock of the selling company, or to
effect exchanges of the bonds and stock of the selling company for those
of the purchasing company.

See notes to secs. 346 and 379.