17-6408

Chapter 17.--CORPORATIONS
Article 64.--STOCK AND DIVIDENDS

      17-6408.   Stock certificates; uncertificatedshares.The shares of a corporation shall be represented by certificates, except thatthe board of directors of the corporation may provide by resolution orresolutions that some or all of any or all classes or series of its stock shallbe uncertificated shares. Any such resolution shall not apply to sharesrepresented by a certificate until such certificate is surrendered to thecorporation. Notwithstanding the adoption of such a resolution by the board ofdirectors, every holder of stock represented by certificates and upon requestevery holder of uncertificated shares shall be entitled to have a certificatesigned by, or in the name of the corporation by the chairperson orvice-chairperson of the board of directors, or the president or vice-president,and by the treasurer or an assistant treasurer, or the secretary or assistantsecretary of such corporation representing the number of shares registered incertificate form. Any or all of the signatures on the certificate may be afacsimile. In the event that any officer, transfer agent or registrar who hassigned or whose facsimile signature has been placed upon a certificate hasceased to be such officer, transfer agent or registrar before such certificateis issued, such certificate may be issued by the corporation with the sameeffect as if the person were such officer, transfer agent or registrar at thedate of issue. A corporation shall not have power to issue a certificate inbearer form.

      History:   L. 1972, ch. 52, § 35;L. 1986, ch. 97, § 3;L. 1986, ch. 399, § 5;L. 1988, ch. 99, § 13;Revived and amend., L. 1988, ch. 100, § 13;L. 2004, ch. 143, § 15; Jan. 1, 2005.