Wisconsin Statutes 181.1302 – Authorized distributions
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Terms Used In Wisconsin Statutes 181.1302
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- 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.
- Following: when used by way of reference to any statute section, means the section next following that in which the reference is made. See Wisconsin Statutes 990.01
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- Officers: when applied to corporations include directors and trustees. See Wisconsin Statutes 990.01
- State: when applied to states of the United States, includes the District of Columbia, the commonwealth of Puerto Rico and the several territories organized by Congress. See Wisconsin Statutes 990.01
(1) Purchase of memberships. A corporation may purchase its memberships if after the purchase is completed all of the following conditions are met:
(a) The corporation would be able to pay its debts as they become due in the usual course of its activities.
(b) The corporation’s total assets would at least equal the sum of its total liabilities.
(2) Distributions on dissolution. Corporations may make distributions upon dissolution under subch. XIV.
(3) Distributions to nonprofit corporations. A corporation may make a distribution or other payment to another domestic or foreign corporation, if all of the following conditions are met:
(a) The articles of incorporation, or, if the articles of incorporation so provide, the bylaws, state that a distribution or other payment may be made under this subsection.
(b) The distribution or other payment is made in accordance with the stated purpose of the corporation.
(c) The corporation would be able to pay its debts as they become due in the usual course of its activities.
(d) The corporation’s total assets would equal at least the sum of its total liabilities.
(e) The domestic or foreign corporation to which the distribution or other payment is made may not distribute any part of its income to members, directors or officers and is exempt from taxation under 26 U.S. Code § 501.
(4) Other distributions. A corporation may make a distribution that is not permitted under subs. (1) to (3) only if all of the following apply:
(a) The articles of incorporation state that a distribution may be made under this subsection.
(b) The distribution is made in accordance with the stated purpose of the corporation.
(c) The corporation would be able to pay its debts as they become due in the usual course of its activities.
(d) The corporation’s total assets would equal at least the sum of its total liabilities.