§ 17-16-623 — Share dividends

(a) Unless the articles of incorporation provide
otherwise, shares may be issued pro rata and without
consideration to the corporation's shareholders or to the
shareholders of one (1) or more classes or series. An issuance
of shares under this subsection is a share dividend.
(b) Shares of one (1) class or series may not be issued as
a share dividend in respect of shares of another class or series
unless:
(i) The articles of incorporation so authorize;
(ii) A majority of the votes entitled to be cast by
the class or series to be issued approve the issue; or
(iii) There are no outstanding shares of the class or
series to be issued.
(c) If the board of directors does not fix the record date
for determining shareholders entitled to a share dividend, it is
the date the board of directors authorizes the share dividend.