                                 CODE OF VIRGINIA

PERFECTION OF RIGHTS; RIGHT TO WITHDRAW (§ 13.1-735.1)

A. A shareholder who receives notice pursuant to &#xA7; 13.1-734 and who wishes
to exercise appraisal rights must complete, sign, and return the form delivered
by the corporation and, in the case of certificated shares, deposit the
shareholder&#8217;s certificates in accordance with the terms of the notice by
the date referred to in the notice pursuant to subdivision B 2 b of &#xA7;
13.1-734. In addition, if applicable, the shareholder shall certify on the form
whether the beneficial owner of such shares acquired beneficial ownership of the
shares before the date required to be set forth in the notice pursuant to
subdivision B 1 of &#xA7; 13.1-734. If a shareholder fails to make this
certification, the corporation may elect to treat the shareholder&#8217;s shares
as after-acquired shares under &#xA7; 13.1-738. Once a shareholder deposits that
shareholder&#8217;s certificates or, in the case of uncertificated shares,
returns the signed form, that shareholder loses all rights as a shareholder,
unless the shareholder withdraws pursuant to subsection B.

B. A shareholder who has complied with subsection A may nevertheless decline to
exercise appraisal rights and withdraw from the appraisal process by so
notifying the secretary of the corporation in writing by the date set forth in
the appraisal notice pursuant to subdivision B 2 e of &#xA7; 13.1-734. A
shareholder who fails to withdraw from the appraisal process may not thereafter
withdraw without the corporation&#8217;s written consent.

C. A shareholder who does not sign and return the form and, in the case of
certificated shares, deposit that shareholder&#8217;s share certificates where
required, each by the date set forth in the notice described in subsection B of
&#xA7; 13.1-734, shall not be entitled to payment under this article.

HISTORY: 2005, c. 765; 2007, c. 165; 2019, c. 734.