MARVIN MANDEL, Governor

1533

apply to certain sales of securities.

For the definition of the term "convertible
security," see §1—101.

2-202. SUBSCRIPTION FOR STOCK.

(A)   REVOCABILITY IF CORPORATION NOT YET FORMED.

A SUBSCRIPTION FOR STOCK OF A CORPORATION WHICH IS
NOT YET FORMED IS IRREVOCABLE FOR A PERIOD OF THREE
MONTHS, UNLESS:

(1)     THE SUBSCRIPTION AGREEMENT PROVIDES
OTHERWISE; OR

(2)    EVERY SUBSCRIBER CONSENTS TO THE
REVOCATION OF THE SUBSCRIPTION.

(B)       ENFORCEABILITY.

UNLESS THE SUBSCRIPTION AGREEMENT PROVIDES
OTHERWISE, A SUBSCRIPTION IS NOT VOID OR UNENFORCEABLE
SOLELY BECAUSE LESS THAN ALL OF THE AUTHORIZED STOCK IS
SUBSCRIBED FOR.

(C)   TERMS OF PAYMENT.

(1)     UNLESS THE SUBSCRIPTION AGREEMENT
PROVIDES OTHERWISE, A SUBSCRIPTION FOR STOCK, WHETHER
MADE BEFORE OR AFTER THE CORPORATION IS FORMED, SHALL BE
PAID IN FULL OR IN INSTALLMENTS AT THE TIMES SET BY
THE BOARD OF DIRECTORS.

(2)    THE CORPORATION SHALL GIVE AT LEAST TEN
DAYS WRITTEN NOTICE OF THE AMOUNT, TIME, AND PLACE OF
PAYMENT TO EACH SUBSCRIBER AT HIS ADDRESS AS IT APPEARS
ON THE RECORDS OF THE CORPORATION.

(3)   ANY CALL MADE BY THE BOARD OF DIRECTORS
FOR PAYMENT ON SUBSCRIPTIONS SHALL BE UNIFORM AS TO ALL
STOCK OF THE SAME CLASS.

REVISOR'S NOTE: This section presently appears as
Art. 23, §19 (a) and (b). Present §19(c),
which deals with default in payment, appears
in §2-206 (c).

The only changes are in style.

For the definition of the term "address," see
§1-101.

2-203. PRICE AND CONSIDERATION FOR STOCK.