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| Sec. 17. 24-A MRSA §3486, sub-§10-A is enacted to read: |
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| | | 10-A.__If, within the additional 20-day period prescribed by | | subsection 9, one or more dissenting shareholders and the company | | have failed to agree as to the fair value of the shares, then the | | following applies. |
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| | | A.__The company adopting the plan under subsection 2 may, or | | shall, if it receives a demand as provided in subparagraph | | (1), bring an action in the Superior Court in the county in | | this State where the registered office of the company is | | located asking the court to determine the fair value of the | | shares.__If the parent corporation that adopted the plan is | | neither a domestic corporation nor an authorized insurer, | | the action may be brought in the county where the registered | | office of the domestic stock insurance company is located. | | The company that adopted the plan pursuant to subsection 2: |
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| | | (1)__Must bring an action within 30 days after receipt | | of a demand for suit from any dissenting shareholder, | | if the demand is made within 60 days after the date on | | which the company adopted the plan pursuant to | | subsection 2; or |
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| | | (2)__In the absence of a demand for suit, may bring the | | action at any time from the expiration of the | | additional 20-day period prescribed by subsection 9 | | until the expiration of 60 days after the date on which | | the company adopted the plan pursuant to subsection 2. |
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| | | B.__If the company does not institute an action within the | | period specified in paragraph A, a dissenting shareholder | | may thereafter bring such an action in the name of the | | company. |
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| | | C.__No action may be brought, either by the company or by a | | dissenting shareholder, more than 6 months after the date on | | which the plan or a summary of the plan was delivered as | | provided in subsection 4. |
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| | | D.__In any such action, whether initiated by the company or by a | | dissenting shareholder, all dissenting shareholders, wherever | | residing, except those who have agreed with the company upon the | | price to be paid for their shares, must be made parties to the | | proceeding as an action against their shares quasi in rem.__A | | copy of the complaint must be served on each dissenting | | shareholder who is a resident of this State as in other civil | | actions, and must be served by registered or certified mail, or | | by personal service outside |
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