2015 Iowa Code
TITLE XII - BUSINESS ENTITIES
SUBTITLE 2 - BUSINESS AND PROFESSIONAL CORPORATIONS AND COMPANIES
CHAPTER 490 - BUSINESS CORPORATIONS
Section 490.604 - Fractional shares.


1.  A corporation may:

a.  Issue fractions of a share or pay in money the value of fractions of a share.

b.  Arrange for disposition of fractional shares by the shareholders.

c.  Issue scrip in registered or bearer form entitling the holder to receive a full share upon surrendering enough scrip to equal a full share.

2.  Each certificate representing scrip must be conspicuously labeled “scrip” and must contain the information required by section 490.625, subsection 2.

3.  The holder of a fractional share is entitled to exercise the rights of a shareholder, including the right to vote, to receive dividends, and to participate in the assets of the corporation upon liquidation. The holder of scrip is not entitled to any of these rights unless the scrip provides for them.

4.  The board of directors may authorize the issuance of scrip subject to any condition considered desirable, including:

a.  That the scrip will become void if not exchanged for full shares before a specified date.

b.  That the shares for which the scrip is exchangeable may be sold and the proceeds paid to the scrip holders.
1989 Acts, ch 288, §39
490.605 through 490.619 
PART B
490.620Subscription for shares before incorporation.

1.  A subscription for shares entered into before incorporation is irrevocable for six months unless the subscription agreement provides a longer or shorter period or all the subscribers agree to revocation.

2.  The board of directors may determine the payment terms of subscriptions for shares that were entered into before incorporation unless the subscription agreement specifies them. A call for payment by the board of directors must be uniform so far as practicable as to all shares of the same class or series, unless the subscription agreement specifies otherwise.

3.  Shares issued pursuant to subscriptions entered into before incorporation are fully paid and nonassessable when the corporation receives the consideration specified in the subscription agreement.

4.  If a subscriber defaults in payment of money or property under a subscription agreement entered into before incorporation, the corporation may collect the amount owed as any other debt. Alternatively, unless the subscription agreement provides otherwise, the corporation may rescind the agreement and may sell the shares if the debt remains unpaid more than twenty days after the corporation sends a written demand for payment to the subscriber.

5.  A subscription agreement entered into after incorporation is a contract between the subscriber and the corporation subject to section 490.621.
89 Acts, ch 288, §40, 2013 Acts, ch 31, §7, 82

Referred to in 490.622

Disclaimer: These codes may not be the most recent version. Iowa may have more current or accurate information. We make no warranties or guarantees about the accuracy, completeness, or adequacy of the information contained on this site or the information linked to on the state site. Please check official sources.

This site is protected by reCAPTCHA and the Google Privacy Policy and Terms of Service apply.