Nevis Business Corporation Ordinance 1984 - Intax Info

34.(1) Consideration for the issue of shares shall consist of money or other property, tangible or intangible, or
labor or services actually received by or performed for the corporation or for its benefit or in its formation or
reorganization, or a combination thereof. In the absence of fraud in the transaction, the judgment of the board of
directors or shareholders, as the case may be, as to the value of the consideration received for shares shall be
conclusive.
(2) Shares with par value may be issued for such consideration, not less than the par value thereof, as is
fixed from time to time by the board.
(3) Shares without par value may be issued for such consideration as is fixed from time to time by the
board unless the articles of incorporation reserve to the shareholders the right to fix the consideration. If such
right is reserved as to any shares, a vote of the shareholders shall either fix the consideration to be received for
the shares or authorize the board to fix such consideration.
(4) Treasury shares may be disposed of by a corporation on such terms and conditions as are fixed from
time to time by the board.
(5) That part of the surplus of a corporation which is transferred to stated capital upon the issuance of
shares as a share dividend shall be deemed to be the consideration for the issuance of such shares.
Payment for shares
35.(1) Neither obligations of the subscriber for future payments nor future service shall constitute payment or
part payment for shares of a corporation.
(2) Certificates for shares may not be issued until the full amount of consideration therefor has been paid.
(3) When the consideration for shares has been paid in full, the subscriber shall be entitled to all rights and
privileges of a holder of such shares and to a certificate representing his shares, and such shares shall be deemed
fully paid or assessable.
Compensation for formation, reorganization and financing.
36. The reasonable charges and expenses of formation or reorganization of a corporation, and the
reasonable expenses of and compensation for the sale or underwriting of its shares may be paid or allowed by
the corporation out of the consideration received by it in payment for its shares without thereby rendering such
shares not fully paid or assessable.
Determination of stated capital.
37.(1) Upon issue by a corporation of shares with a par value not in excess of the authorized shares, the
consideration received therefor shall constitute stated capital to the extent of the par value of such shares, and
the excess, if any, of such consideration shall constitute surplus.
(2) Upon issue by a corporation of shares without par value not in excess of the authorized shares, the
entire consideration received therefor shall constitute stated capital unless the board within a period of sixty
days after issue allocates to surplus a portion, but not all, of the consideration received for such shares. No such
allocation shall be made of any portion of the consideration received for shares without par value having a
preference in the assets of the corporation upon involuntary liquidation except all or part of the amount, if any,
of such consideration in excess of such preference, nor shall such allocation be made of any portion of the
consideration for the issue of shares without par value which is fixed by the shareholders pursuant to a right
reserved in the articles of incorporation unless such allocation is authorized by vote of the shareholders.
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