CHAPTER 4. Shares and Share Certificates [400. - 423.]
Chapter 4 added by Stats. 1975, Ch. 682.
§§ 400–423 · 25 sections
- § 400 (a) A corporation may issue one or more classes or series of shares or both, with full, limited or no voting rights and with such other rights, preferences,…
- § 401 (a) Before any corporation issues any shares of any class or series of which the rights, preferences, privileges, and restrictions, or any of them, or the…
- § 402 (a) A corporation may provide in its articles for one or more classes or series of shares which are redeemable, in whole or in part, (1) at the option of the…
- § 402.5 The rights, preferences, privileges, and restrictions granted to or imposed upon a class or series of preferred shares (Section 176), the designation of which…
- § 403 (a) When so provided in the articles, a corporation may issue shares convertible within the time or upon the happening of one or more specified events and upon…
- § 404 Either in connection with the issue, subscription or sale of any of its shares, bonds, debentures, notes or other securities or independently thereof, a…
- § 405 (a) If at the time of granting option or conversion rights or at any later time the corporation is not authorized by its articles to issue all the shares…
- § 406 Unless the articles provide otherwise, the board may issue shares, options or securities having conversion or option rights without first offering them to…
- § 407 A corporation may, but is not required to, issue fractions of a share originally or upon transfer. If it does not issue fractions of a share, it shall in…
- § 408 (a) A corporation may adopt and carry out a stock purchase plan or agreement or stock option plan or agreement providing for the issue and sale for such…
- § 409 (a) Shares may be issued: (1) For such consideration as is determined from time to time by the board, or by the shareholders if the articles so provide,…
- § 410 (a) Every subscriber to shares and every person to whom shares are originally issued is liable to the corporation for the full consideration agreed to be paid…
- § 411 A transferee of shares for which the full agreed consideration has not been paid to the issuing corporation, who acquired them in good faith, without knowledge…
- § 412 Every transferee of partly paid shares who acquired them under a certificate or initial transaction statement showing the fact of part payment, and every…
- § 413 A person holding shares as pledgee, executor, administrator, guardian, conservator, trustee, receiver or in any representative or fiduciary capacity is not…
- § 414 (a) No action shall be brought by or on behalf of any creditor to reach and apply the liability, if any, of a shareholder to the corporation to pay the amount…
- § 415 Nothing in this division shall be construed as a derogation of any rights or remedies which any creditor or shareholder may have against any promoter,…
- § 416 (a) Every holder of shares in a corporation shall be entitled to have a certificate signed in the name of the corporation by the chairperson or vice…
- § 417 If the shares of the corporation are classified or if any class of shares has two or more series, there shall appear on the certificate or, in the case of…
- § 418 (a) There shall also appear on the certificate, the initial transaction statement, and written statements (unless stated or summarized under subdivision (a) or…
- § 419 (a) A domestic or foreign corporation may issue a new share certificate or a new certificate for any other security in the place of any certificate theretofore…
- § 420 Neither a domestic nor foreign corporation nor its transfer agent or registrar is liable: (a) For transferring or causing to be transferred on the books of the…
- § 421 Each holder of shares of a close corporation, whether original or subsequent, by accepting the certificates for the shares which contain the legend required by…
- § 422 (a) When the articles are amended in any way affecting the statements contained in the certificates for outstanding shares, or it becomes desirable for any…
- § 423 (a) Shares are not assessable except as provided in this section or as otherwise provided by a statute other than this division. If the articles expressly…