§ 6.2-1117. (Effective October 1, 2010) Par value of shares; payment ofshares; reacquisitions of shares or acceptance thereof as security; howsubscriptions to stock to be paid; disposition of money received beforeinstitution opens; stock option plans.
A. Shares of stock issued by a stock institution shall be paid for in full incash at not less than their par value upon issuance or, in the case of astock institution then actively conducting operations, in property orservices valued, with the approval of the Commission, at an amount not lessthan the aggregate value of the shares issued in exchange therefor. A stockinstitution may not purchase, redeem or otherwise reacquire shares of stockthat it has issued and may not accept its shares of stock as security. Astock institution shall have the power to redeem or otherwise reacquireshares of its common or preferred stock to the same extent as commercialbanks incorporated under the laws of the Commonwealth are permitted to dounder this title.
B. Subscriptions to the capital stock of a stock institution shall be paid inmoney at not less than par. No stock institution shall begin business untilthe amount specified in its certificate of authority to commence business hasbeen received by it.
C. All money received for subscriptions to or for purchases of stock of astock institution before it opens for business shall be deposited in anescrow account in an insured financial institution or invested in UnitedStates government obligations, under the joint control of two organizingdirectors of the stock institution, both of whom shall be bonded for anamount not less than the total amount of money under their control. Suchfunds, together with any income thereon, less such organizational expenses ashave been approved by the stock institution's board of directors, shall beremitted to the stock institution on the day it opens for business. If thestock institution is denied a certificate of authority, is refused insuranceof accounts, or it is otherwise determined that the stock institution willnot open for business, such funds, after payment of any amount owing forexpenses in connection with such attempted organization, including reasonableconsulting fees, attorney fees, salaries, filing fees, and other expenses,shall be refunded to subscribers or shareholders. The directors of the stockinstitution, individually, jointly and severally, shall be liable for anyfailure of the savings institution to refund such funds to the subscribers orshareholders. This liability may be enforced by a suit in equity institutedby one or more of the subscribers or stockholders on behalf of all againstthe stock institution and one or more of its directors.
D. The requirement that capital stock be paid in money shall not be construedto prohibit the establishment, as otherwise authorized by law, of stockoption plans and stock purchase plans, and the issuance of stock pursuant tosuch plans. Such plans shall be established only after the stock institutionhas opened for business. Any such plan with respect to a stock associationshall be established as follows:
1. The board of directors shall by resolution propose the stock option orstock purchase plan. The plan shall describe any effect the adoption of theplan is expected to have on the value of issued and outstanding shares of theassociation;
2. Notice of a meeting of stockholders, stating that the purpose or one ofthe purposes of the meeting is to consider the plan so proposed by the boardof directors, shall be given to each stockholder of record entitled to votethereon within the time and in the manner provided in Chapter 9 (§ 13.1-601et seq.) of Title 13.1 for giving of notice of meetings of stockholders. Acopy of the plan shall be included with such notice; and
3. At such meeting, the plan shall be adopted if approved by the affirmativevote of the holders of more than two-thirds of the shares entitled to votethereon.
Any such plan with respect to a savings bank shall be adopted if approved bya majority vote of the institution's shareholders. In no event shall such aplan established by a stock savings bank provide that a stock option begranted at a price which is less than 100 percent of the book value per shareof the stock as shown by the stock institution's last published statementprior to the granting of the option.
(Code 1950, § 6-201.12; 1960, c. 402; 1966, c. 584, § 6.1-137; 1972, c. 796,§ 6.1-194.11; 1981, c. 62; 1984, c. 136; 1985, c. 425, § 6.1-195.11; 1991, c.230, § 6.1-194.113; 2010, c. 794.)
§ 6.2-1117. (Effective October 1, 2010) Par value of shares; payment ofshares; reacquisitions of shares or acceptance thereof as security; howsubscriptions to stock to be paid; disposition of money received beforeinstitution opens; stock option plans.
A. Shares of stock issued by a stock institution shall be paid for in full incash at not less than their par value upon issuance or, in the case of astock institution then actively conducting operations, in property orservices valued, with the approval of the Commission, at an amount not lessthan the aggregate value of the shares issued in exchange therefor. A stockinstitution may not purchase, redeem or otherwise reacquire shares of stockthat it has issued and may not accept its shares of stock as security. Astock institution shall have the power to redeem or otherwise reacquireshares of its common or preferred stock to the same extent as commercialbanks incorporated under the laws of the Commonwealth are permitted to dounder this title.
B. Subscriptions to the capital stock of a stock institution shall be paid inmoney at not less than par. No stock institution shall begin business untilthe amount specified in its certificate of authority to commence business hasbeen received by it.
C. All money received for subscriptions to or for purchases of stock of astock institution before it opens for business shall be deposited in anescrow account in an insured financial institution or invested in UnitedStates government obligations, under the joint control of two organizingdirectors of the stock institution, both of whom shall be bonded for anamount not less than the total amount of money under their control. Suchfunds, together with any income thereon, less such organizational expenses ashave been approved by the stock institution's board of directors, shall beremitted to the stock institution on the day it opens for business. If thestock institution is denied a certificate of authority, is refused insuranceof accounts, or it is otherwise determined that the stock institution willnot open for business, such funds, after payment of any amount owing forexpenses in connection with such attempted organization, including reasonableconsulting fees, attorney fees, salaries, filing fees, and other expenses,shall be refunded to subscribers or shareholders. The directors of the stockinstitution, individually, jointly and severally, shall be liable for anyfailure of the savings institution to refund such funds to the subscribers orshareholders. This liability may be enforced by a suit in equity institutedby one or more of the subscribers or stockholders on behalf of all againstthe stock institution and one or more of its directors.
D. The requirement that capital stock be paid in money shall not be construedto prohibit the establishment, as otherwise authorized by law, of stockoption plans and stock purchase plans, and the issuance of stock pursuant tosuch plans. Such plans shall be established only after the stock institutionhas opened for business. Any such plan with respect to a stock associationshall be established as follows:
1. The board of directors shall by resolution propose the stock option orstock purchase plan. The plan shall describe any effect the adoption of theplan is expected to have on the value of issued and outstanding shares of theassociation;
2. Notice of a meeting of stockholders, stating that the purpose or one ofthe purposes of the meeting is to consider the plan so proposed by the boardof directors, shall be given to each stockholder of record entitled to votethereon within the time and in the manner provided in Chapter 9 (§ 13.1-601et seq.) of Title 13.1 for giving of notice of meetings of stockholders. Acopy of the plan shall be included with such notice; and
3. At such meeting, the plan shall be adopted if approved by the affirmativevote of the holders of more than two-thirds of the shares entitled to votethereon.
Any such plan with respect to a savings bank shall be adopted if approved bya majority vote of the institution's shareholders. In no event shall such aplan established by a stock savings bank provide that a stock option begranted at a price which is less than 100 percent of the book value per shareof the stock as shown by the stock institution's last published statementprior to the granting of the option.
(Code 1950, § 6-201.12; 1960, c. 402; 1966, c. 584, § 6.1-137; 1972, c. 796,§ 6.1-194.11; 1981, c. 62; 1984, c. 136; 1985, c. 425, § 6.1-195.11; 1991, c.230, § 6.1-194.113; 2010, c. 794.)
§ 6.2-1117. (Effective October 1, 2010) Par value of shares; payment ofshares; reacquisitions of shares or acceptance thereof as security; howsubscriptions to stock to be paid; disposition of money received beforeinstitution opens; stock option plans.
A. Shares of stock issued by a stock institution shall be paid for in full incash at not less than their par value upon issuance or, in the case of astock institution then actively conducting operations, in property orservices valued, with the approval of the Commission, at an amount not lessthan the aggregate value of the shares issued in exchange therefor. A stockinstitution may not purchase, redeem or otherwise reacquire shares of stockthat it has issued and may not accept its shares of stock as security. Astock institution shall have the power to redeem or otherwise reacquireshares of its common or preferred stock to the same extent as commercialbanks incorporated under the laws of the Commonwealth are permitted to dounder this title.
B. Subscriptions to the capital stock of a stock institution shall be paid inmoney at not less than par. No stock institution shall begin business untilthe amount specified in its certificate of authority to commence business hasbeen received by it.
C. All money received for subscriptions to or for purchases of stock of astock institution before it opens for business shall be deposited in anescrow account in an insured financial institution or invested in UnitedStates government obligations, under the joint control of two organizingdirectors of the stock institution, both of whom shall be bonded for anamount not less than the total amount of money under their control. Suchfunds, together with any income thereon, less such organizational expenses ashave been approved by the stock institution's board of directors, shall beremitted to the stock institution on the day it opens for business. If thestock institution is denied a certificate of authority, is refused insuranceof accounts, or it is otherwise determined that the stock institution willnot open for business, such funds, after payment of any amount owing forexpenses in connection with such attempted organization, including reasonableconsulting fees, attorney fees, salaries, filing fees, and other expenses,shall be refunded to subscribers or shareholders. The directors of the stockinstitution, individually, jointly and severally, shall be liable for anyfailure of the savings institution to refund such funds to the subscribers orshareholders. This liability may be enforced by a suit in equity institutedby one or more of the subscribers or stockholders on behalf of all againstthe stock institution and one or more of its directors.
D. The requirement that capital stock be paid in money shall not be construedto prohibit the establishment, as otherwise authorized by law, of stockoption plans and stock purchase plans, and the issuance of stock pursuant tosuch plans. Such plans shall be established only after the stock institutionhas opened for business. Any such plan with respect to a stock associationshall be established as follows:
1. The board of directors shall by resolution propose the stock option orstock purchase plan. The plan shall describe any effect the adoption of theplan is expected to have on the value of issued and outstanding shares of theassociation;
2. Notice of a meeting of stockholders, stating that the purpose or one ofthe purposes of the meeting is to consider the plan so proposed by the boardof directors, shall be given to each stockholder of record entitled to votethereon within the time and in the manner provided in Chapter 9 (§ 13.1-601et seq.) of Title 13.1 for giving of notice of meetings of stockholders. Acopy of the plan shall be included with such notice; and
3. At such meeting, the plan shall be adopted if approved by the affirmativevote of the holders of more than two-thirds of the shares entitled to votethereon.
Any such plan with respect to a savings bank shall be adopted if approved bya majority vote of the institution's shareholders. In no event shall such aplan established by a stock savings bank provide that a stock option begranted at a price which is less than 100 percent of the book value per shareof the stock as shown by the stock institution's last published statementprior to the granting of the option.
(Code 1950, § 6-201.12; 1960, c. 402; 1966, c. 584, § 6.1-137; 1972, c. 796,§ 6.1-194.11; 1981, c. 62; 1984, c. 136; 1985, c. 425, § 6.1-195.11; 1991, c.230, § 6.1-194.113; 2010, c. 794.)
