§ 11-42-107 — Permanent stock

(1) Permanent stock shall be of one class only,
shall have the full voting rights, and shall have a par value of not less than one
dollar per share; and the proceeds thereof, to the extent of such par value, shall be
set apart, shall be nonwithdrawable, and shall be a reserve to absorb losses after
all surplus, undivided profits, and other reserves available for losses have been
depleted.

(2) Any paid-in surplus may be made available for payment of organization
and initial operating expenses, or may be credited to surplus, or to the contingent
reserve, or to the federal insurance reserve, or may be transferred to permanent
stock as a stock dividend and prorated to the holders of permanent stock. An
association shall not issue permanent stock for a consideration other than cash or
for a price less than the par value thereof, but, with the approval of the
commissioner, stock may be issued for a consideration other than cash in
connection with mergers, consolidations, or transfers, and, when fully paid, the
stock shall be kept unimpaired to the extent of its par value.

(3) An association may declare and distribute stock dividends from net
earnings, or surplus, or undivided profits. With the prior consent of the
commissioner, the stock of an association may be reduced by resolution of the
board of directors approved by vote or written consent of the holders of a majority
of the outstanding stock of such association to such amount as the commissioner
shall approve, and any such reduction shall be credited to the contingent reserve
account and shall not be available for dividends to stockholders or shareholders;
but any reduction in the amount of permanent stock is subject to the provisions of
this section and section 11-41-105 fixing minimum permanent stock requirements.

(4) Except as may be required by the commissioner pursuant to section 11-41-105, no association shall be required to maintain permanent stock in excess of
five hundred thousand dollars; however, the total amount of permanent stock
subscribed to and paid for shall not at any time, until the maximum of five hundred
thousand dollars has been reached, be less than at least the following percentages
of the aggregate certificate value of the outstanding invested capital (excluding
permanent stock) standing on the records of the association as of January 1 of the
current year: Three percent on five million dollars; two percent on five million one
dollars through seven million five hundred thousand dollars; one percent on all over
seven million five hundred thousand dollars.

(5) (a) As used in this subsection (5), the term impaired means a condition
in which an association is unable to meet current obligations as they mature.

(b) Cash dividends may be declared and paid on permanent stock unless an
association is in an impaired condition or the payment thereof would cause the
association's assets to be impaired. Nothing in this subsection (5) shall affect
subsection (1) of this section, section 11-42-111 (1) or (7), or other provisions of
articles 40 to 47 of this title, restricting the payment of dividends on permanent
stock. Subject to the provisions of articles 40 to 47 of this title, permanent stock
shall be entitled to such rate of dividends, if earned, as fixed by the board of
directors.

(c) Any association which intends to declare a cash dividend on permanent
stock shall provide a minimum of thirty days' written notice of its intention to the
commissioner.

(6) Directors' and stockholders' meetings shall be called, advertised, and
held in accordance with section 11-41-123, but the holders of permanent stock shall
have exclusive voting rights.

Legislative History

Source: L. 33: p. 317, � 1. CSA: C. 25, � 25. L. 43: p. 204, � 5. L. 51: p. 212, � 2. CRS 53: � 122-3-7. L. 55: p. 762, � 10. L. 59: p. 660, � 3. L. 61: p. 649, � 2. C.R.S. 1963: � 122-3-7. L. 83: (4) and (5) amended, p. 490, � 3, effective April 26. L. 85: (5)(c) added, p. 399, � 1, effective May 24. L. 2006: (4) amended, p. 1491, � 17, effective June 1.