2019 US Virgin Islands Code
Title 13 - Corporations and Associations
Chapter 1 - General Corporation Law
Subchapter V - Stock and Dividends
§ 103. Rights and options respecting stock

Subject to any provisions in respect thereof set forth in the articles of incorporation every corporation may create and issue, whether or not in connection with the issue and sale of any shares of stock or other securities of the corporation, rights or options entitling the holders thereof to purchase from the corporation any shares of its capital stock of any class or classes, such rights or options to be evidenced by or in such instrument or instruments as shall be approved by the board of directors. The terms upon which, the time or times, which may be not more than fifteen years in duration, at or within which, and the price or prices at which any such shares may be purchased from the corporation upon the exercise of any such rights or options shall be such as shall be fixed and stated in the articles of incorporation or in any amendment thereto, or in a resolution or resolutions adopted by the board of directors providing for the creation and issue of such rights or options, and, in every case, set forth or incorporated by reference in the instrument or instruments evidencing such rights or options. Options to convert shares of stock of the corporation into its shares of another class or to convert bonds or notes of the corporation into shares of its stock may be unlimited in duration. No resolution of the directors providing for creation or issue of such rights or options under this section shall be valid unless a certified copy thereof shall be filed in the office of the Lieutenant Governor and in the office of the clerk of the district court in the judicial division in which the articles of incorporation are filed within fifteen days after the adoption thereof. Any such resolution shall be preceded by a determination by the directors and shall include a statement that the directors have determined that the terms of such rights or options under the circumstances prevailing at the time of adopting such resolution are fair and equitable to all the existing stockholders. In case the shares of stock of the corporation to be issued upon the exercise of such rights or option shall be shares having par value, the price or prices so to be received therefor shall not be less than the par value thereof. In case the shares of stock so to be issued shall be shares of stock without par value the price or prices therefor shall be determined in the manner provided in section 99 of this title for the fixing of the purchase price for the issue of such stock. No corporation shall create or issue rights or options under this section which shall entitle the holders thereof to purchase in the aggregate from the corporation shares of stock which upon issue thereof would constitute more than forty percent of the then authorized capital stock of the corporation.