HARRY HUGHES, Governor

685

(b)  The board of directors may impose any reasonable
condition on the issuance of the scrip or other evidence of
ownership, including a condition that:

(3) The proceeds of a sale under [item] PARAGRAPH (2)
of this subsection are forfeited to the corporation if not
claimed within a specified period not less than three years from
the date the scrip or other evidence of ownership was originally
issued.

2-402.

(a) Each corporation shall have at least three directors at
all times, provided that:

[(i)] (1) If there is no stock outstanding the number
of directors may be less than three but not less than one; and

[(ii)] (2) If there is stock outstanding and so long
as there are less than three stockholders, the number of
directors may be less than three but not less than the number of
stockholders.

(c)  [(1)] Subject to the provisions of subsection (a) of
this section, the bylaws may:

[(i)] (1) Alter the number of directors set by
the charter; and

[(ii)] (2) Authorize a majority of the entire
board of directors to alter within specified limits the number of
directors set by the charter or the bylaws, but the action may
not affect the tenure of office of any director.

3-207.

(a) (2) The successor also may send a written offer to pay
the objecting stockholder what it considers to be the fair value
of his stock. Each offer shall be accompanied by the following
information relating to the corporation which issued the stock:

(i) A balance sheet as of a date not more than
six months before the date of the offer;

(ii) A profit and loss statement for the 12
months [ended] ENDING on the date of the balance sheet; and

(iii) Any other information the successor
considers pertinent.

3-412.

(d)  (1) Any assets remaining unclaimed 60 days after the
final distribution, whether through failure or inability of the
postal authorities to deliver the distribution checks or for any