(a) Unless the certificate of incorporation provides otherwise, stock may be issued pro rata and without consideration to the corporation's stockholders or to the stockholders of one or more classes or series of stock. An issuance of stock under this subsection is a stock dividend.
(b) Stock of one class or series may not be issued as a stock dividend in respect of stock of another class or series unless (i) the certificate of incorporation so authorizes, (ii) a majority of the votes entitled to be cast by the class or series to be issued approve the issuance, or (iii) there is no outstanding stock of the class or series to be issued.
(c) The board of directors may fix the record date for determining stockholders entitled to a stock dividend, which date may not be retroactive. If the board of directors does not fix the record date for determining stockholders entitled to a stock dividend, the record date is the date the board of directors authorizes the stock dividend.
Structure Code of Alabama
Title 10A - Alabama Business and Nonprofit Entities Code.
Chapter 2A - Alabama Business Corporation Law.
Article 6 - Stock and Distributions.
Division B - Issuance of Stock.
Section 10A-2A-6.20 - Subscription for Stock Before Incorporation.
Section 10A-2A-6.21 - Issuance of Stock.
Section 10A-2A-6.22 - Liability of Stockholders.
Section 10A-2A-6.23 - Stock Dividends.
Section 10A-2A-6.24 - Stock Rights, Options, Warrants, and Awards.
Section 10A-2A-6.25 - Form and Content of Certifications.
Section 10A-2A-6.26 - Uncertificated Interests.