Page:United States Statutes at Large Volume 101 Part 3.djvu/493

 PUBLIC LAW 100-241—FEB. 3, 1988

101 STAT. 1791

distribution shall constitute a separate class of stock with greater per share voting power than Settlement Common Stock issued pursuant to subparagraphs (A) and (B). "(2) OTHER FORMS OF STOCK.—(A) A Regional Corporation may

amend its articles of incorporation to authorize the issuance of shares of stock other than Settlement Common Stock in accordance with the provisions of this paragraph. Such amendment may provide that— "(i) preemptive rights of shareholders under the laws of the State shall not apply to the issuance of such shares, or "(ii) issuance of such shares shall permanently preclude the corporation from— "(I) conveying assets to a Settlement Trust, or "(II) issuing shares of stock without adequate consideration as required under the laws of the State. "(B) The amendment authorized by subparagraph (A) may provide that the stock to be issued shall be one or more of the following— "(i) divided into classes and series within classes, with preferences, limitations, and relative rights, including, without limitation— "(I) dividend rights, "(II) voting rights, and "(III) liquidation preferences; "(ii) made subject to one or more of— "(I) the restrictions on alienation described in clauses (i), (ii), and (iv) of subsection (h)(l)(B), and "(II) the restriction described in paragraph (IXBXiii); and "(iii) restricted in issuance to— "(I) Natives who have attained the age of sixty-five; "(II) other identifiable groups of Natives or identifiable groups of descendants of Natives defined in terms of general applicability and not in any way by reference to place of residence or family; "(III) Settlement Trusts; or "(IV) entities established for the sole benefit of Natives or descendants of Natives, in which the classes of beneficiaries are defined in terms of general applicability and not in any way by reference to place of residence, family, or position as an officer, director, or employee of a Native Corporation. "(C) The amendment authorized by subparagraph (A) shall provide that the additional shares of stock shall be issued— "(i) as a dividend or other distribution (without regard to surplus of the corporation under the laws of the State) upon all outstanding shares of stock of any class or series, or "(ii) for such consideration as may be permitted by law (except that this requirement may be waived with respect to issuance of stock to the individuals or entities described in subparagraph (B)(iii))"(D) During any period in which alienability restrictions are in effect, no stock whose issuance is authorized by subparagraph (A) shall be— "(i) issued to, or for the benefit of, a group of individuals composed only or principally of employees, officers, and directors of the corporation; or "(ii) issued more than thirteen months after the date on which the vote of the shareholders on the amendment authorizing the issuance of such stock occurred if, as a result of the

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