ALBERT C. RITCHIE, GOVERNOR.                1199

classification thereof shall have been changed, shall retain the
classification obtaining before such retirement; provided, how-
ever, that, if under the charter the shares so retired may not
be reissued, the authorized capital stock of the class to which
such shares belong shall be deemed to have been reduced by the
number of shares of such stock so retired. No proceeding for
the reduction of the issued capital stock of the corporation or
amendment of its charter shall be necessary to effectuate such
retirement or such reduction. For the purposes of the succeed-
ing paragraphs of this section every purchase for retirement of
shares of stock subject to redemption shall be deemed and taken
to be a redemption thereof and the term "purchase" whenever
used therein shall be construed not to include either any pur-
chase for retirement of shares of stock subject to redemption
or any redemption thereof.

(3)   Any such corporation thereunto authorized by its char-
ter or by the vote, at a meeting duly called and held, of the
holders of two-thirds of all the shares (or, if two or more
classes of shares have been issued, two-thirds of each class)
outstanding and entitled to vote thereon, may purchase shares
of its own stock of any class out of its surplus, including sur-
plus created by a reduction of the amount of the issued capital
stock under Section 32.

(4)   Any shares of its own stock acquired by gift, bequest
or purchase by any such corporation, unless acquired for re-
tirement, may be held by such corporation or sold or otherwise
disposed of by it from time to time for its corporate purposes.

(5)   Any shares of its own stock acquired by any such cor-
poration by gift, bequest or purchase may be retired by reduc-
tion of the amount of issued capital stock of the corporation
in the manner provided by Section 32.

(6)   No acquisition by any such corporation by gift, bequest
or purchase of shares of its own stock which have not been
fully paid shall release, or be made the basis of a release of,
the liability of the holders thereof unless the assets of the cor-
poration remaining immediately after such release shall be
not less than the debts of the corporation plus the amount of
its issued capital stock.

(7)   Wo such corporation shall purchase any shares of its
own stock unless the assets of the corporation remaining imme-
diately after such purchase shall be not less than the debts of