2006 New York Code - Members\' Capital Contributions.



 
  § 502. Members' capital contributions.
    (a) The certificate of incorporation may provide that members, upon or
  subsequent  to admission, shall make capital contributions in the amount
  specified therein. The requirement of a capital contribution  may  apply
  to  all  members,  or to the members of a single class, or to members of
  different classes in different amounts or proportions.
    (b) A member's capital contribution 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 as to the  value  of
  the consideration received by the corporation shall be conclusive.
    (c)  Neither  obligations of the member for future payments nor future
  services shall constitute payment or part payment of a member's  capital
  contribution.
    (d)  A  member's  capital contribution shall be evidenced by a capital
  certificate which shall be non-transferable, except that the certificate
  of incorporation of a Type A corporation may provide  that  its  capital
  certificates, or some of them, may be transferable to other members with
  the consent of the corporation upon specified terms and conditions.
    (e) A member's capital contribution shall not be repaid or redeemed by
  the  corporation  except  upon  dissolution  of  the corporation or upon
  redemption of the capital certificate as provided  in  this  chapter.  A
  corporation  may  provide  in  its certificate of incorporation that its
  capital certificates, or some of them, shall be redeemable, in whole  or
  in  part, at the option of the corporation only, at such price or prices
  (not to exceed the amount of  the  capital  contribution),  within  such
  period  or  periods,  and on such terms and conditions, not inconsistent
  with this chapter, as are stated in the certificate of incorporation.

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