Missouri Laws 351.390 – Corporation’s powers to purchase, hold, transfer or dispose of its own shares
A corporation shall have power to purchase, take, receive, or otherwise acquire, hold, own, pledge, transfer, or otherwise dispose of its own shares; provided, that it shall not purchase, either directly or indirectly, its own shares when its net assets are less than its stated capital, or when by so doing its net assets would be reduced below its stated capital. Notwithstanding the foregoing limitation, a corporation may purchase its own shares for the purpose of:
(1) Eliminating fractional shares;
Terms Used In Missouri Laws 351.390
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Net assets: for the purpose of determining the right of a corporation to purchase its own shares and of determining the right of a corporation to declare and pay dividends and the liabilities of directors therefor, shall not include shares of its own stock belonging to a corporation. See Missouri Laws 351.015
- Stated capital: means at any particular time the sum of:
(a) The par value of all shares then issued having a par value. See Missouri Laws 351.015
(2) Collecting or compromising claims of the corporation, or securing any indebtedness to the corporation previously incurred;
(3) Paying dissenting shareholders entitled to payment for their shares in the event of a merger or consolidation or a sale or exchange of assets;
(4) Effecting, subject to the other provisions of this chapter, the retirement of its redeemable shares by redemption or by purchase at not to exceed the redemption price.