§ 17-18-105 — Option; shareholder takeover protection provisions

Wyoming § 17-18-105

• Jurisdiction: Wyoming
• Title 17: Corporations, Partnerships and Associations
• Ch. 18: WYOMING MANAGEMENT STABILITY ACT
• Art. 1: GENERAL PROVISIONS

Text

(a) Any qualified corporation is subject to the
shareholder takeover protection provisions listed in W.S.
17-18-105 through 17-18-111 unless the corporation elects not to
be subject to the restrictions. A corporation which is not a
qualified corporation may elect not to be subject to the
shareholder takeover provisions in the event it becomes a
qualified corporation. The election shall be made either:
(i) Through a specific provision in the articles of
incorporation;
(ii) Through a statement in the bylaws that the
corporation elects not to be subject to the restrictions in W.S.
17-18-105 through 17-18-111. This election shall be effective
immediately upon adoption of the bylaws, unless the articles of
incorporation provide otherwise; or
(iii) By filing a statement making the election with
the secretary of state. This election shall be authorized by
the corporation's board of directors and shall be effective from
the date of filing with the secretary of state.
(b) If a takeover offer is outstanding and in progress at
the time the election becomes effective, all further acquisition
of stock by the offeror shall cease until the offer is in
compliance with the stockholder takeover protection provision of
W.S. 17-18-105 through 17-18-111. The offeror may take any
steps necessary to comply with these provisions before the
election becomes effective.
(c) The election not to be subject to the shareholder
takeover provisions of W.S. 17-18-105 through 17-18-111 may be
revoked by the same method employed under subsection (a) of this
section for making the election.