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pursuant to any agreement, arrangement or understanding,  |  | whether or not in writing, with that interested  |  | shareholder or any affiliate or associate of that  |  | interested shareholder, any of which has the effect,  |  | directly or indirectly, of increasing the proportionate  |  | share of the outstanding shares of any class or series of  |  | voting shares or securities convertible into voting  |  | shares of that domestic corporation or any subsidiary of  |  | that domestic corporation that is directly or indirectly  |  | owned by that interested shareholder or any affiliate or  |  | associate of that interested shareholder, except as a  |  | result of immaterial changes due to fractional share  |  | adjustments; or |  
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 |   | | (6) Any receipt by that interested shareholder or any  |  | affiliate or associate of that interested shareholder  |  | of the benefit, directly or indirectly, except  |  | proportionately as a shareholder of the domestic  |  | corporation, of any loans, advances, guarantees,  |  | pledges or other financial assistance or any tax  |  | credits or other tax advantages provided by or through  |  | that domestic corporation. |  
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 |   |  | Sec. B-105.  13-C MRSA §1202, sub-§§5 and 9, as enacted by PL 2001, c.  |  | 640, Pt. A, §2 and affected by Pt. B, §7, are amended to read: |  
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 |   |  | 5.  Majority approval of disposition.  Unless the articles of  |  | incorporation or the corporation's board of directors, acting  |  | pursuant to subsection 3, requires a greater vote, approval of a  |  | disposition requires the approval of the shareholders by a  |  | majority of all the votes entitled to be cast on the plan by the  |  | shareholders and, if any class or series is entitled to vote as a  |  | separate voting group on the disposition, the approval of each  |  | separate voting group by a majority of all the votes entitled to  |  | be cast on the disposition by that voting group.  The articles of  |  | incorporation may provide that a disposition may be approved by a  |  | lesser vote of each voting group entitled to vote on the  |  | disposition, but in no case may a disposition be approved by less  |  | than a majority of the votes cast by that voting group at a  |  | meeting at which there exists, for each such voting group, a  |  | quorum consisting of at least a majority of the votes entitled to  |  | be cast on the disposition by each voting group entitled to vote  |  | on the disposition. |  
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 |   |  | 9.  Consent of shareholders.  A disposition that requires  |  | approval of the corporation's shareholders under subsection 1 may  |  be authorized by written consent of all the shareholders of the  |  corporation, whether or not the shareholders are entitled to vote  |  
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