Issuance of Stock Flashcards
Two Issuance of Stock Issues
- ) Consideration
2. ) Preemptive Rights
Consideration
The value received in exchange for the stock
Preemptive Rights
Right of current shareholder to purchase additional shares before outsiders are permitted to purchase in order to maintain their pre-issuance ownership %
Are preemptive rights presumed?
No. They do not exist outside express authorization in the articles of incorporation
Par Value
The minimum price for stock
No Par Stock
Adequate consideration is determined by the BOD
Treasury Stock
Deemed no par stock, adequate consideration determined by BOD
Who is liable for authorizing below par stock?
Directors are personally liable
Buyer of stock is personally liable if full consideration not paid