109

Unless otherwise provided in the articles of incorporation, shares or other securities offered for sale shall not be subject to preemptive rights if they—\n(1) are issued or optioned by the board of directors to effect a merger or consolidation or for a value other than cash;\n(2) are issued to satisfy conversion or option rights theretofore granted by the corporation;\n(3) are shares or other securities theretofore reacquired by the corporation after having been duly issued;\n(4) are part of the shares or other securities of the corporation authorized in its original articles of incorporation and are issued, sold or optioned within two years from the date of filing such articles; or\n(5) are issued pursuant to a plan of reorganization approved under and in accordance with the provisions of the Act of Congress of July first, eighteen hundred ninety-eight, entitled 'An act to establish a uniform system of bankruptcy throughout the United States,' and acts amendatory thereof.