39(1)A contract with a corporation providing for the purchase by it of shares of the corporation is specifically enforceable against the corporation except to the extent that the corporation cannot perform the contract without thereby being in breach of section 31, 32 or 33.

39(2)In an action brought on a contract referred to in subsection (1), the corporation has the burden of proving that performance of the contract is prevented by section 31, 32 or 33.

39(3)Until the corporation has fulfilled all its obligations under a contract referred to in subsection (1), the other party to that contract retains the status of claimant and is entitled to be paid as soon as the corporation is lawfully able to do so or, in a liquidation, to be ranked subordinate to the rights of creditors and to the rights of the holders of any class of shares whose rights were in priority to the rights given to the holder of the class of shares the person purchased but in priority to the rights of the other shareholders.

39(1)A contract with a corporation providing for the purchase by it of shares of the corporation is specifically enforceable against the corporation except to the extent that the corporation cannot perform the contract without thereby being in breach of section 31 or 32.

39(2)In an action brought on a contract referred to in subsection (1), the corporation has the burden of proving that performance of the contract is prevented by section 31 or 32.

39(3)Until the corporation has fully performed a contract referred to in subsection (1), the other party to that contract retains the status of a claimant and is entitled to be paid as soon as the corporation is lawfully able to do so or, in liquidation, to be ranked subordinate to the rights of creditors and to the rights of any class of shareholders whose rights were in priority to the rights given to the class of shares which he contracted to sell to the corporation, but in priority to the rights of the other shareholders.