CODE OF VIRGINIA

NONEXCLUSIVITY (§ 13.1-727.1)

Except as expressly provided in this article, the provisions of this article
shall not limit actions that may be taken, or require the taking of any action,
by the board of directors or shareholders with respect to any potential change
in control of the corporation. With respect to any action or any failure to act
by the board of directors, the provisions of § 13.1-690 shall apply. In
determining the best interests of the corporation, a director may consider the
possibility that those interests may best be served by the continued
independence of the corporation.

HISTORY: 1988, c. 442.