Texas Business Organizations Code 21.161 – Amount of Consideration for Issuance of Certain Shares
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(a) Consideration to be received by a corporation for the issuance of shares with par value may not be less than the par value of the shares.
(b) The part of the surplus of a corporation that is transferred to stated capital on the issuance of shares as a share distribution is considered to be the consideration for the issuance of those shares.
Terms Used In Texas Business Organizations Code 21.161
- Conversion: means :
(A) the continuance of a domestic entity as a non-code organization of any type;
(B) the continuance of a non-code organization as a domestic entity of any type;
(C) the continuance of a domestic entity of one type as a domestic entity of another type;
(D) the continuance of a domestic entity of one type as a foreign entity of the same type that may be treated as a domestication, continuance, or transfer transaction under the laws of the jurisdiction of formation of the foreign entity; or
(E) the continuance of a foreign entity of one type as a domestic entity of the same type that may be treated as a domestication, continuance, or transfer transaction under the laws of the jurisdiction of formation of the foreign entity. See Texas Business Organizations Code 1.002 - Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Corporation: means an entity governed as a corporation under Title 2 or 7. See Texas Business Organizations Code 1.002
- Share: means a unit into which the ownership interest in a for-profit corporation, professional corporation, real estate investment trust, or professional association is divided, regardless of whether the share is certificated or uncertificated. See Texas Business Organizations Code 1.002
(c) The consideration received by a corporation for the issuance of shares on the conversion or exchange of its indebtedness or shares is:
(1) the principal of, and accrued interest on, the indebtedness exchanged or converted, or the stated capital on the issuance of the shares;
(2) the part of surplus, if any, transferred to stated capital on the issuance of the shares; and
(3) any additional consideration paid to the corporation on the issuance of the shares.
(d) The consideration received by a corporation for the issuance of shares on the exercise of rights or options is:
(1) any consideration received by the corporation for the rights or options; and
(2) any consideration received by the corporation for the issuance of shares on the exercise of the rights or options.