Pennsylvania Consolidated & Unconsolidated Statutes
Chapter 23 - Statutory Close Corporations
Section 2324 - Corporation option where a restriction on transfer of a security is held invalid


If the bylaws contain provisions pursuant to section 2322(a) (relating to share transfer restrictions) and a restriction on transfer of a security of a statutory close corporation is held not to be authorized by section 1529 (relating to transfer of securities; restrictions), the corporation shall nevertheless have an option, for a period of 30 days after the judgment setting aside the restriction becomes final, to acquire the restricted security at a price that is agreed upon by the parties or, if an agreement is not reached, at the fair value as determined under Subchapter D of Chapter 15 (relating to dissenters rights).

Cross References. Section 2324 is referred to in section 1571 of this title.

Structure Pennsylvania Consolidated & Unconsolidated Statutes

Pennsylvania Consolidated & Unconsolidated Statutes

Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS

Chapter 23 - Statutory Close Corporations

Extra - Chapter Notes

Section 2301 - Application and effect of chapter

Section 2302 - Definition of minimum vote

Section 2303 - Formation of statutory close corporations

Section 2304 - Additional contents of articles of statutory close corporations

Section 2305 - Election of an existing business corporation to become a statutory close corporation

Section 2306 - Limitations on continuation of statutory close corporation status

Section 2307 - Voluntary termination of statutory close corporation status by amendment of articles

Section 2308 - Issuance or transfer of shares of a statutory close corporation in breach of qualifying conditions

Section 2309 - Involuntary termination of statutory close corporation status; proceeding to prevent loss of status

Section 2321 - Shares

Section 2322 - Share transfer restrictions

Section 2323 - Transfer of shares in breach of transfer restrictions

Section 2324 - Corporation option where a restriction on transfer of a security is held invalid

Section 2325 - Sale option of estate of shareholder

Section 2331 - Directors

Section 2332 - Management by shareholders

Section 2333 - Appointment of custodian for statutory close corporation

Section 2334 - Appointment of provisional director in certain cases

Section 2335 - Operating corporation as partnership

Section 2336 - Fundamental changes

Section 2337 - Option of shareholder to dissolve corporation