Page:United States Statutes at Large Volume 109 Part 1.djvu/172

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109 STAT. 156 PUBLIC LAW 104-10—MAY 18, 1995 Regional Corporation, that reflects the value of the nonresident distribution rights; or "(ii) non-village shares without the nonresident distribution rights associated with the shares. "(F) Any shareholder who accepts an offer made by the board of directors pursuant to subparagraph (E)(ii) shall receive, with respect to each non-village share sold by the shareholder to the Cook Inlet Regional Corporation— "(i) the consideration for a share of Settlement Common Stock offered to shareholders of village shares; and "(ii) a security for only the nonresident rights that attach to such share that does not have attached voting rights (referred to in this paragraph as a 'non-voting security'). "(G) An amendment made pursuant to subparagraph (B) shall authorize the issuance of a non-voting security that— "(i) shall, for purposes of subsections (j) and (m), be treated as a non-village share with respect to— "(I) computing distributions under such subsections; and "(II) entitling the holder of the share to the proportional share of the distributions made under such subsections; "(ii) may be sold to Cook Inlet Region, Inc.; and "(iii) shall otherwise be subject to the restrictions under paragraph (1)(B). "(H) Any shares of Settlement Common Stock purchased pursuant to this paragraph shall be canceled on the conditions that— "(i) non-village shares with the nonresident rights that attach to such shares that are purchased pursuant to this paragraph shall be considered to be— "(I) outstanding shares; and "(II) for the purposes of subsection (m), shares of stock registered on the books of the Cook Inlet Regional Corporation in the names of nonresidents of villages; "(ii) any amount of funds that would be distributable with respect to non-village shares or non-voting securities pursuant to subsection (j) or (m) shall be distributed by Cook Inlet Regional Corporation to itself; and "(iii) village shares that are purchased pursuant to this paragraph shall be considered to be— "(I) outstanding shares, and "(II) for the purposes of subsection (k) shares of stock registered on the books of the Cook Inlet Regional Corporation in the names of the residents of villages. "(I) Any offer to purchase Settlement Common Stock made pursuant to this paragraph shall exclude from the offer— "(i) any share of Settlement Common Stock held, at the time the offer is made, by an officer (including a member of the board of directors) of Cook Inlet Regional Corporation or a member of the immediate family of the officer; and "(ii) any share of Settlement Common Stock held by any custodian, guardian, trustee, or attorney representing a shareholder of Cook Inlet Regional Corporation in fact or law, or any other similar person, entity, or representative. "(J)(i) The board of directors of Cook Inlet Regional Corporation, in determining the terms of an offer to purchase made under this paragraph, including the amount of any premium paid with