THEODORE R. MCKELDIN, GOVERNOR 293

(3) Acquire shares of its own stock upon authorization of
the board of directors (i) to eliminate fractional shares, (ii)
to collect or compromise in good faith a debt due to or a claim
of the corporation, or (iii) to satisfy or compromise claims
of objecting stockholders entitled to payment for their stock
pursuant to this Article;

(4) Acquire shares of its own stock in all other cases, in-
cluding gift or bequest, upon authorization by the board of
directors and, if required by the charter, upon further author-
ization by stockholders of any class or classes.

(b) Upon or in connection with the acquisition by a cor-
poration of shares of its own stock:

(1) Any corporation may acquire shares of its own stock
subject to redemption for a consideration (i) the amount of

which is not in excess of the redemption price in effect at

the time of such purchase or acquisition, and (ii) the pay

ment of which will not reduce the net asset value of any

of the remaining shares of stock of the corporation, whether
of the same class or of a different class, to an amount less
than that prevailing immediately before such purchase or
acquisition calculated on the basis of all stock subject to
redemption being taken at the redemption price. (1) NO
CORPORATION SHALL ACQUIRE, BY PURCHASE OR
REDEMPTION, SHARES OF ITS STOCK SUBJECT TO
REDEMPTION, FOR A CONSIDERATION WHICH IS IN
EXCESS OF EITHER THE REDEMPTION PRICE IN
EFFECT AT THE TIME OF THE ACQUISITION OR, UN-
LESS SINKING FUND OR SIMILAR PROVISIONS OF
THE CHARTER OTHERWISE REQUIRE, THE NET
ASSET VALUE ATTRIBUTABLE TO SUCH SHARES,
WHICHEVER IS LESS. IN DETERMINING NET ASSET
VALUE OF ANY SHARES OF STOCK FOR THE PUR-
POSES OF THIS PARAGRAPH, ASSETS SHALL BE CON-
SIDERED ATTRIBUTABLE TO THE SEVERAL CLASSES
OF STOCK IN THEIR RESPECTIVE ORDER OF SENI-
ORITY, BUT IN THE CASE OF REDEEMABLE STOCK
IN AMOUNTS NOT EXCEEDING THE RESPECTIVE RE-
DEMPTION PRICES THEREOF THEN IN EFFECT.

(2) Any corporation which is organized for the purpose of,
or substantially all of the business of which consists of, hold-
ing, investing or re-investing in stock or securities may, if so
provided in its charter, redeem or purchase from its stock-
holders shares of its own stock for not exceeding their propor-
tionate interests in the assets of the corporation, or for not
exceeding the cash equivalent of such proportionate interests.