DFI-SB 22.08(8)(8) Share rights, options and warrants. Unless the articles of incorporation provide otherwise before the issuance of rights, options or warrants, a savings bank may issue rights, options or warrants for the purchase of shares of the savings bank. The rights, options or warrants may contain provisions that adjust the rights, options or warrants in the event of an acquisition of shares or a reorganization, merger, share exchange, sale of assets or other occurrence. Subject to the articles of incorporation, the board of directors shall determine the terms on which the rights, options or warrants are issued, their form and content, and the consideration for which the shares are to be issued. Notwithstanding any other provision of this section, and unless otherwise provided in the articles of incorporation before issuance of the rights, options or warrants, a savings bank may issue rights, options or warrants that include conditions that prevent the holder of a specified percentage of the outstanding shares of the savings bank, including subsequent transferees of the holder, from exercising those rights, options or warrants. DFI-SB 22.08(9)(a)1.1. The name of the issuer and that the issuer is organized under the laws of this state; DFI-SB 22.08(9)(a)3.3. The number and class of shares and the designation of the series, if any, that the certificate represents. DFI-SB 22.08(9)(b)(b) If the issuing savings bank is authorized to issue different classes of shares or different series within a class, each certificate shall contain: DFI-SB 22.08(9)(b)1.1. A summary of the designations, relative rights, preferences and limitations applicable to each class, and the variations in rights, preferences and limitations determined for each series and the authority of the board of directors to determine variations for future series; or DFI-SB 22.08(9)(b)2.2. A conspicuous statement that the savings bank will furnish the shareholder the information described in par. (a) on request, in writing and without charge. DFI-SB 22.08(9)(c)(c) Each share certificate shall be signed either manually or in facsimile, by the officer or officers designated in the bylaws or by the board of directors. The validity of a share certificate is not affected if a person who signed the certificate no longer holds office when the certificate is issued. DFI-SB 22.08(10)(a)(a) Unless the articles of incorporation or bylaws provide otherwise, the board of directors of a savings bank may authorize the issuance of any shares of any of its classes or series without certificates. The authorization does not affect shares already represented by certificates until the certificates are surrendered to the savings bank. DFI-SB 22.08(10)(b)(b) Within a reasonable time after the issuance or transfer of shares without certificates, the savings bank shall send the shareholder a written statement of the information required on share certificates by sub. (9) (a) and (b) and, if applicable, sub. (11). DFI-SB 22.08(10)(c)(c) Unless the articles of incorporation or bylaws expressly provide otherwise, the rights and obligations of shareholders are identical whether or not their shares are represented by certificates. DFI-SB 22.08(11)(a)1.1. “Other securities” include securities that are convertible into or carry a right to subscribe for or acquire shares. DFI-SB 22.08(11)(a)2.2. “Transfer restriction” means a restriction on the transfer or registration of transfer of shares and other securities of a savings bank. DFI-SB 22.08(11)(b)1.1. Except as provided in subd. 2., the articles of incorporation, bylaws, an agreement among shareholders and holders of other securities, or an agreement between shareholders and holders of other securities and the savings bank may impose a transfer restriction on shares and other securities of the savings bank for any reasonable purpose, including: DFI-SB 22.08(11)(b)1.a.a. Maintaining the savings bank’s status when it is dependent on the number or identity of its shareholders. DFI-SB 22.08(11)(b)2.2. A transfer restriction may not affect shares and other securities issued before the restriction is adopted unless the holders of the shares and other securities are parties to the transfer restriction agreement or vote in favor of the transfer restriction. DFI-SB 22.08(11)(c)(c) A transfer restriction is valid and enforceable against the holder or a transferee of the holder if the transfer restriction is authorized by this section and its existence is noted conspicuously on the front or back of the certificate or is contained in the information statement required by sub. (10) (b). Unless so noted, a transfer restriction is not enforceable against a person who does not know of the transfer restriction. DFI-SB 22.08(11)(d)(d) The transfer restrictions permitted under this section include transfer restrictions that: DFI-SB 22.08(11)(d)1.1. Obligate the shareholder or holder of other securities first to offer the savings bank or other persons, whether separately, consecutively or simultaneously, an opportunity to acquire the restricted shares or other securities. DFI-SB 22.08(11)(d)2.2. Obligate the savings bank or other persons, whether separately, consecutively or simultaneously, to acquire the restricted shares or other securities. DFI-SB 22.08(11)(d)3.3. Require the savings bank, the holders of any class of its shares or other securities or another person to approve the transfer of the restricted shares or other securities, if the requirement is not manifestly unreasonable. DFI-SB 22.08(11)(d)4.4. Prohibit the transfer of restricted shares or other securities to designated persons or classes of persons, if the prohibition is not manifestly unreasonable.