§ 10A-2A-6.04 — Fractional Stock

Alabama § 10A-2A-6.04

• Jurisdiction: Alabama
• Title 10A: Alabama Business and Nonprofit Entities Code
• Ch. 2A: Alabama Business Corporation Law
• Art. 6: Stock and Distributions
• Div. A: Authorized Stock

Text

(a) A corporation may issue fractions of a share of stock or in lieu of doing so may:
(1) pay in cash the value of fractions of a share of stock;
(2) issue scrip in certificated or uncertificated form entitling the holder to receive a full share of stock upon surrendering enough scrip to equal a full share of stock; or
(3) arrange for disposition of fractional stock by the holders of that stock.
(b) Each certificate representing scrip must be conspicuously labeled “scrip” and must contain the information required by Section 10A-1-3.42(c). A corporation shall not issue a certificate representing scrip in bearer form. Within a reasonable time after the issuance or transfer of scrip without certificate, the corporation shall comply with the notice requirements of Section 10A-1-3.45.
(c) The holder of a fractional share of stock is entitled to exercise the rights of a stockholder, including the rights to vote, to receive dividends, and to receive distributions upon dissolution. The holder of scrip is not entitled to any of these rights unless the scrip provides for them.
(d) The board of directors may authorize the issuance of scrip subject to any condition, including that:
(1) the scrip will become void if not exchanged for full stock before a specified date; and
(2) the stock for which the scrip is exchangeable may be sold and the proceeds paid to the scripholders.

Legislative History

(Act 2019-94, §1; Act 2022-124, §1.)