17-6420. Dividends; declaration and payment; determination of net profits by "wasting assets" corporation. (a) The directors of every corporation, subject to any restrictions contained in its articles of incorporation, may declare and pay dividends upon the shares of its capital stock either: (1) Out of its surplus, as defined in and computed in accordance with K.S.A. 17-6404 and 17-6604, and amendments thereto; or (2) in case there shall be no such surplus, out of its net profits for the fiscal year in which the dividend is declared or the preceding fiscal year, or both. If the capital of the corporation, computed in accordance with K.S.A. 17-6404 and 17-6604, and amendments thereto, shall have been diminished by depreciation in the value of its property, or by losses, or otherwise, to an amount less than the aggregate amount of the capital represented by the issued and outstanding stock of all classes having a preference upon the distribution of assets, the directors of such corporation shall not declare and pay out of such net profits any dividends upon any shares of any classes of its capital stock until the deficiency in the amount of capital represented by the issued and outstanding stock of all classes having a preference upon the distribution of assets shall have been repaired. Nothing in this subsection shall invalidate or otherwise affect a note, debenture or other obligation of the corporation paid by it as a dividend on shares of its stock, or any payment made thereon, if at the time such note, debenture or obligation was delivered by the corporation, the corporation had either surplus or net profits as provided in paragraph (1) or (2) from which the dividend could lawfully have been paid.
(b) Subject to any restrictions contained in its articles of incorporation, the directors of any corporation engaged in the exploitation of wasting assets, including but not limited to a corporation engaged in the exploitation of natural resources or other wasting assets, including patents, or engaged primarily in the liquidation of specific assets, may determine the net profits derived from the exploitation of such wasting assets or the net proceeds derived from such liquidation without taking into consideration the depletion of such assets resulting from lapse of time, consumption, liquidation or exploitation of such assets.
History: L. 1972, ch. 52, § 47; L. 1988, ch. 99, § 18; Revived and amend., L. 1988, ch. 100, § 18; L. 2004, ch. 143, § 20; L. 2016, ch. 110, § 43; July 1.
Structure Kansas Statutes
Article 64 - Stock And Dividends
17-6402 Lawful consideration for issuance of stock; fully paid stock.
17-6404 Same; designation of part of consideration as capital; surplus and net assets defined.
17-6405 Fractional shares; certificated or uncertificated shares.
17-6406 Partly paid certificated shares.
17-6407 Rights and options concerning stock; powers of board of directors, limitations.
17-6408 Stock certificates; uncertificated shares.
17-6409 Shares of stock deemed personal property and transferable; taxation.
17-6411 Issuance of additional stock by directors, when.
17-6412 Liability of stockholder or subscriber for stock not paid in full; limitations of time.
17-6413 Payment for stock; rights of directors concerning stock not paid in full.
17-6414 Failure to pay for stock; remedies.
17-6415 Preincorporation subscriptions; period of irrevocability.
17-6416 Formalities required of stock subscriptions.
17-6419 Situs of ownership of stock.
17-6421 Special purpose reserves.
17-6422 Reliance by director or committee member upon corporate records and information.
17-6423 Dividends; method of payment.
17-6426 Transfer or ownership of securities; restrictions.
17-6427 Business combinations with interested stockholders.
17-6428 Ratification of defective corporate acts and stock.
17-6429 Proceedings regarding validity of defective corporate acts and stock.