47-1A-621. Issuance of shares by board of directors--Powers reserved to shareholders.
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/sd/title-47/chapter-47-1/47-1a-621·A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
The powers granted in this section to the board of directors may be reserved to the shareholders by the articles of incorporation.
No corporation may issue stocks or bonds except for money, labor done, or money or property, tangible or intangible, actually received. Before the corporation may issue shares, the board of directors shall determine that the consideration received or to be received for shares to be issued is adequate. That determination by the board of directors is conclusive insofar as the adequacy of consideration for the issuance of shares relates to whether the shares are validly issued, fully paid, and nonassessable. When the corporation receives the consideration for which the board of directors authorized the issuance of shares, the shares issued therefore are fully paid and nonassessable.