31A-5-306 - Corporate repurchase of shares.
31A-5-306. Corporate repurchase of shares.
(1) (a) To the extent of excess surplus, a stock corporation may repurchase its own shares15 days after giving written notice to the commissioner.
(b) A stock corporation without excess surplus shall obtain written approval of thecommissioner prior to repurchasing its own shares.
(c) Any repurchase of stock is subject to Section 16-10a-631.
(d) A stock corporation may not repurchase its own shares if it is hazardous or wouldbecome hazardous as a result of the repurchase.
(2) Within 10 days after the end of any month in which it purchases more than 1% of anyclass of its outstanding shares, the corporation shall report the price and the names of theregistered shareholders from whom the shares are acquired and of any other persons beneficiallyinterested in those shares, so far as the latter are known to the corporation. The corporation shallmake a similar report within 10 days after the end of any three-month period in which itpurchases more than 2% of any class of its outstanding shares and within 10 days after the end ofany 12-month period in which it purchases more than 5% of any class of its outstanding shares. Section 16-10a-631 applies to the corporation's acquisition of its outstanding shares.
(3) Treasury shares may be disposed of by the corporation for their current market valueor, if there is no market, for the consideration the board of directors determines to be the fairvalue of the shares.
(4) Section 31A-17-407 applies to accounting for treasury shares.
Amended by Chapter 9, 1996 Special Session 2