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Validation of certain share authorizations - 15 Pa. Cons. Stat. § 507Legal Research Home > Pennsylvania Statutes
§ 507. Validation of certain share authorizations.
(a) General rule.--Where heretofore any domestic corporation
for profit shall have redeemed and canceled any shares subject
to redemption and cancellation, acquired its own shares on
conversion thereof into or exchange thereof for other shares of
the corporation, purchased or redeemed and canceled any shares,
canceled any treasury shares, redeemed any shares or adopted any
resolution of the board with respect to authorized but unissued
shares reducing the number of shares that the corporation is
authorized to issue without filing in the Department of State a
statement of redemption and cancellation, a statement of
cancellation of shares, a statement of reduction of authorized
shares or similar document as then provided by any statute
supplied or repealed by Subpart B (relating to business
corporations), such action shall be deemed not to have had any
effect on the authorized share structure of the corporation and
the number and class of shares authorized to be issued by the
corporation from time to time and at any time shall be deemed
and taken to be the number and class of shares as set forth at
the time in the most recently amended text of the charter or
articles of the corporation as then on file in the department.
(b) Restriction on reissuance.--Subsection (a) shall not
validate any shares reissued in violation of a provision of the
charter or articles prohibiting the reissuance of redeemed or
otherwise acquired shares. Except as otherwise expressly
provided therein, such a provision shall not be interpreted as
prohibiting the reissuance of redeemed or otherwise acquired
shares as shares of a different class or series.
Cross References. Section 507 is referred to in section 1104
of this title.
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Last modified: November 27, 2007 |