(1) A corporation may issue rights, options or warrants for purchasing shares of the corporation. The board of directors shall determine the terms upon which the corporation issues the rights, options or warrants. The board shall also determine the form and content of the rights, options and warrants and the consideration for which the shares are to be issued.

Ask a business law question, get an answer ASAP!
Thousands of highly rated, verified business lawyers.
Click here to chat with a lawyer about your rights.

Terms Used In Oregon Statutes 60.157

  • 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.
  • Person: means an individual or entity. See Oregon Statutes 60.001

(2) Rights, options or warrants issued to the holders of all shares of any class do not conflict with the provisions of ORS § 60.131 (1) if the terms and conditions of the rights, options or warrants include restrictions or conditions that:

(a) Preclude or limit a person‘s exercising, transferring or receiving rights, options or warrants if the person owns or offers to acquire a specified number or percentage of the outstanding stock or other securities of the corporation or any transferee of the person; or

(b) Invalidate or void the rights, options or warrants that the person or a transferee holds.

(3)(a) The board of directors may authorize one or more officers of the corporation to:

(A) Designate recipients of rights, options, warrants or other equity compensation awards for purchasing or receiving shares; and

(B) Determine, in accordance with amounts or limitations the board establishes, the number of, and the terms under which the recipient may receive, rights, options, warrants or other equity compensation awards.

(b) An officer to whom the board gives the authority described in this subsection may not use the authority to designate the officer or other persons the board identifies as ineligible to receive the rights, options, warrants or other equity compensation awards described in this subsection. [1987 c.52 § 41; 1989 c.4 § 10; 2013 c.201 § 1]

 

[Repealed by 1953 c.549 § 138]