§ 504. Subventions.\n (a) The certificate of incorporation may provide that the corporation\nshall be authorized by resolution of the board to accept subventions\nfrom members or non-members on terms and conditions not inconsistent\nwith this chapter, and to issue certificates therefor. Subvention\ncertificates shall be nontransferable unless such resolution provides\nthat they shall be transferable, either at will or subject to specified\nrestrictions.\n (b) A subvention shall consist of money or other property, tangible or\nintangible, actually received by the corporation or expended for its\nbenefit or for its formation or reorganization, or a combination\nthereof. In the absence of fraud in the transaction, the judgment of the\nboard as to the value of the consideration received by t
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§ 504. Subventions.\n (a) The certificate of incorporation may provide that the corporation\nshall be authorized by resolution of the board to accept subventions\nfrom members or non-members on terms and conditions not inconsistent\nwith this chapter, and to issue certificates therefor. Subvention\ncertificates shall be nontransferable unless such resolution provides\nthat they shall be transferable, either at will or subject to specified\nrestrictions.\n (b) A subvention shall consist of money or other property, tangible or\nintangible, actually received by the corporation or expended for its\nbenefit or for its formation or reorganization, or a combination\nthereof. In the absence of fraud in the transaction, the judgment of the\nboard as to the value of the consideration received by the corporation\nshall be conclusive.\n (c) The rights of holders of subvention certificates shall at all\ntimes be subordinate to the rights of creditors of the corporation.\n (d) The resolution of the board may provide that holders of subvention\ncertificates shall be entitled to a fixed or contingent periodic payment\nout of the corporate assets equal to a percentage of the original amount\nor value of the subvention, but such payment shall not exceed two-thirds\nof the maximum interest rate authorized pursuant to section 5-501 of the\ngeneral obligations law.\n (e) The resolution of the board may provide that a subvention shall be\nredeemable, in whole or in part, at the option of the corporation at\nsuch price or prices (not to exceed the original amount or value of the\nsubvention plus any periodic payments due or accrued thereon), within\nsuch period or periods, and on such terms and conditions, not\ninconsistent with this chapter, as are stated in the resolution.\n (f) The resolution of the board may provide that holders of all or\nsome subvention certificates shall have the right to require the\ncorporation after a specified period of time to redeem such\ncertificates, in whole or in part, at a price or prices that do not\nexceed the original amount or value of the subvention plus any periodic\npayments due or accrued thereon, upon an affirmative showing that the\nfinancial condition of the corporation will permit the required payment\nto be made without impairment of its operations or injury to its\ncreditors. The right to require redemption may in addition be\nconditioned upon the occurrence of a specified event. For the purpose of\nenforcing their rights under this paragraph, holders of subvention\ncertificates shall be entitled to inspect the books and records of the\ncorporation.\n (g) Holders of subvention certificates, upon dissolution of the\ncorporation, shall be entitled, after the claims of creditors have been\nsatisfied, to a repayment of the original amount or value of the\nsubvention plus any periodic payments due or accrued thereon, unless a\nlesser sum is specified in the certificate of incorporation or the\nresolution of the board concerning such subvention.\n