15-2-109. CERTIFICATES REPRESENTING SHARES.
- Shares of a corporation may but need to be represented by certificates. Unless this Chapter or another statute expressly provides otherwise, the rights and obligations of shareholders are identical whether or not their shares are represented by certificates.
- At a minimum each share certificate must state on its face:
- The name of the issuing corporation and that it is organized under the laws of the Rosebud Sioux Tribe;
- The name of the person to whom issued; and
- The number and class of shares and the designation of the series, if any, the certificate represents.
- All restrictions on the transfer of shares must be summarized on the back or front of each certificate; provided, however, that the notice described in Section 119 of this Chapter may be used instead if authorized under the provisions of that Section.
- If the issuing corporation is authorized to issue different classes of shares or different series within a class, the designations, relative rights, preferences, and limitations applicable to each class and the variations in rights, preferences, and limitations determined for each series (and the authority of the board of directors to determine variations for future series) must be summarized on the front or back of each certificate. Alternatively, each certificate may state conspicuously on its front or back that the corporation will furnish the shareholder this information on request in writing and without charge.
- Each share certificate (1) must be signed (either manually or in facsimile) by two officers designated in the bylaws or by the board of directors and (2) may bear the corporate seal or its facsimile.
- If the person who signed (either manually or in facsimile) a share certificate no longer holds officer when the certificate is issued, the certificate is nevertheless valid.
- No certificate shall be issued for any share until the consideration established for its issuance shall have been received by the Corporation.
- Within a reasonable time after the issue or transfer of shares without certificates, the corporation shall send the shareholders a written statement of the information required on certificates by this section.
Downloadable Forms
Seach for available forms on the Rosebud Sioux Tribal Court document manager. This includes Constitutional Amendments, Motions, ProSe forms, etc.
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