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Valuation: Resolutions of Special Meeting of the Board of Directors Establishing Fair Market


The fair market value of public company stock may be based upon: the last sale before or the first sale after the grant; the closing price on the trading day before or the trading day of the grant; any other reasonable basis using actual transactions in such stock as reported by such market and consistently applied; or the average selling price during a specified period that is within 30 days before or 30 days after the grant if the valuation is consistently applied for similar stock grants.

The factors to be considered under a reasonable valuation method include, as applicable: the value of tangible and intangible assets; the present value of future cash-flows; the readily determinable market value of similar entities engaged in a substantially similar business; and other relevant factors such as control premiums or discounts for lack of marketability.