reglab/housing_qa huggingface dataset:
WY Stat § 17-16-303 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 3 - Purposes and Powers|Section 17-16-303 - Emergency Powers.

17-16-303. Emergency powers.| (a) In anticipation of or during an emergency defined in subsection (d) of this section, the board of directors of a corporation may:  (i) Modify lines of succession to accommodate the incapacity of any director, officer, employee, or agent; and  (ii) Relocate the principal office, designate alternative principal offices or regional offices, or authorize the officers to do so.  (b) During an emergency defined in subsection (d) of this section, unless emergency bylaws provide otherwise:  (i) Notice of a meeting of the board of directors need be given only to those directors whom it is practicable to reach and may be given in any practicable manner, including by publication and radio; and  (ii) One (1) or more officers of the corporation present at a meeting of the board of directors may be deemed to be directors for the meeting, in order of rank and within the same rank in order of seniority, as necessary to achieve a quorum.  (c) Corporate action taken in good faith during an emergency under this section to further the ordinary business affairs of the corporation:  (i) Binds the corporation; and  (ii) May not be used to impose liability on a corporate director, officer, employee, or agent.  (d) An emergency exists for the purposes of this section if a quorum of the corporation's directors cannot readily be assembled because of some extraordinary event.
WY Stat § 17-16-304 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 3 - Purposes and Powers|Section 17-16-304 - Ultra Vires.

17-16-304. Ultra vires.| (a) Except as provided in subsection (b) of this section, the validity of corporate action may not be challenged on the ground that the corporation lacks or lacked power to act.  (b) A corporation's power to act may be challenged in a proceeding by:  (i) A shareholder against the corporation to enjoin the act;  (ii) The corporation, directly, derivatively, or through a receiver, trustee, or other legal representative, against an incumbent or former director, officer, employee, or agent of the corporation; or  (iii) The attorney general under W.S. 17-16-1430.  (c) In a shareholder's proceeding under paragraph (b)(i) of this section to enjoin an unauthorized corporate act the court may enjoin or set aside the act, if equitable and if all affected persons are parties to the proceeding, and may award damages for loss, other than anticipated profits, suffered by the corporation or another party because of enjoining the unauthorized act.
WY Stat § 17-16-402 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 4 - Name|Section 17-16-402 - Reserved Name.

17-16-402. Reserved name.| (a) A person may apply to reserve the exclusive use of a corporate name, including a fictitious name for a foreign corporation whose corporate name is not available, by delivering an application to the secretary of state for filing. The application shall set forth the name and address of the applicant and the name proposed to be reserved. If the secretary of state finds that the corporate name applied for is available, he shall reserve the name for the applicant's exclusive use for a nonrenewable one hundred twenty (120) day period.  (b) The owner of a reserved corporate name may transfer the reservation to another person by delivering to the secretary of state a manually signed notice of the transfer that states the name and address of the transferee.
WY Stat § 17-16-501 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 5 - Office and Agent|Section 17-16-501 - Registered Office and Registered Agent.

17-16-501. Registered office and registered agent.| (a) Each corporation shall continuously maintain in this state:  (i) A registered office as provided in W.S. 17-28-101 through 17-28-111; and  (ii) A registered agent as provided in W.S. 17-28-101 through 17-28-111.  (A) Repealed by Laws 2008, Ch. 90, § 3.  (B) Repealed by Laws 2008, Ch. 90, § 3.  (C) Repealed by Laws 2008, Ch. 90, § 3.  (b) The provisions of W.S. 17-28-101 through 17-28-111 shall apply to all corporations.
WY Stat § 17-16-601 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-601 - Authorized Shares.

17-16-601. Authorized shares.| (a) The articles of incorporation shall set forth the classes of shares and series of shares within a class, and the number, which may be unlimited, of shares of each class and series that the corporation is authorized to issue. If more than one (1) class or series of shares is authorized, the articles of incorporation shall prescribe a distinguishing designation for each class or series, and shall prescribe, prior to the issuance of shares of a class or series, the terms, including preferences, rights and limitations of that class or series. Except to the extent varied as permitted by this section, all shares of a class or series shall have terms, including preferences, rights and limitations that are identical with those of other shares of the same class or series.  (b) The articles of incorporation shall authorize:  (i) One (1) or more classes or series of shares that together have unlimited voting rights; and  (ii) One (1) or more classes or series of shares, which may be the same class or classes as those with voting rights, that together are entitled to receive the net assets of the corporation upon dissolution.  (c) The articles of incorporation may authorize one (1) or more classes or series of shares that:  (i) Have special, conditional, or limited voting rights, or no right to vote, except to the extent otherwise provided by this act;  (ii) Are redeemable or convertible as specified in the articles of incorporation:  (A) At the option of the corporation, the shareholder, or another person or upon the occurrence of a specified event;  (B) For cash, indebtedness, securities, or other property; and  (C) At prices and in amounts specified or determined in accordance with a formula.  (iii) Entitle the holders to distributions calculated in any manner, including dividends that may be cumulative, noncumulative, or partially cumulative; or  (iv) Have preference over any other class or series of shares with respect to distributions, including distributions upon the dissolution of the corporation.  (d) Terms of shares may be made dependent upon facts objectively ascertainable outside the articles of incorporation.  (e) Any of the terms of shares may vary among holders of the same class or series so long as such variations are expressly set forth in the articles of incorporation.  (f) The description of the preferences, rights and limitations of classes or series of shares in subsection (c) of this section is not exhaustive.
WY Stat § 17-16-602 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-602 - Terms of Class or Series Determined by Board of Directors.

17-16-602. Terms of class or series determined by board of directors.| (a) If the articles of incorporation so provide, the board of directors is authorized, without shareholder approval, to:  (i) Classify any unissued shares into one (1) or more classes or into one (1) or more series within a class;  (ii) Reclassify any unissued shares of any class into one (1) or more classes or into one (1) or more series within one (1) or more classes; or  (iii) Reclassify any unissued shares of any series of any class into one (1) or more classes or into one (1) or more series within a class.  (b) If the board of directors acts pursuant to subsection (a) of this section, it shall determine the terms, including the preferences, rights and limitations, to the same extent permitted under W.S. 17-16-601, of:  (i) Any class of shares before the issuance of any shares of that class; or  (ii) Any series within a class before the issuance of any shares of that series.  (c) Before issuing any shares of a class or series created under this section, the corporation shall deliver to the secretary of state for filing articles of amendment effecting the provisions of this section in accordance with article 10 of this act and setting forth the terms determined under subsection (a) of this section.
WY Stat § 17-16-603 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-603 - Issued and Outstanding Shares.

17-16-603. Issued and outstanding shares.| (a) A corporation may issue the number of shares of each class or series authorized by the articles of incorporation. Shares that are issued are outstanding shares until they are reacquired, redeemed, converted, or cancelled.  (b) The reacquisition, redemption, or conversion of outstanding shares is subject to the limitations of subsection (c) of this section and to W.S. 17-16-640.  (c) At all times that shares of the corporation are outstanding, one (1) or more shares that together have unlimited voting rights and one (1) or more shares that together are entitled to receive the net assets of the corporation upon dissolution shall be outstanding.
WY Stat § 17-16-604 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-604 - Fractional Shares.

17-16-604. Fractional shares.| (a) A corporation may:  (i) Issue fractions of a share or pay in money the value of fractions of a share;  (ii) Arrange for disposition of fractional shares by the shareholders; or  (iii) Issue scrip in registered or bearer form entitling the holder to receive a full share upon surrendering enough scrip to equal a full share.  (b) Each certificate representing scrip shall be conspicuously labeled "scrip" and shall contain the information required by W.S. 17-16-625(b).  (c) The holder of a fractional share is entitled to exercise the rights of a shareholder, including the right to vote, to receive dividends, and to participate in the assets of the corporation upon liquidation. The holder of scrip is not entitled to any of these rights unless the scrip provides for them.  (d) The board of directors may authorize the issuance of scrip subject to any condition considered desirable, including:  (i) That the scrip will become void if not exchanged for full shares before a specified date; and  (ii) That the shares for which the scrip is exchangeable may be sold and the proceeds paid to the scripholders.
WY Stat § 17-16-605 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-605 - Construction of Terms Relating to Stock and Certificate Tokens.

17-16-605. Construction of terms relating to stock and certificate tokens.| (a) As used in this title, any reference to:  (i) Share certificate, share, stock, share of stock or words of similar import shall be construed to include a certificate token;  (ii) A requirement to print information on a share certificate or words of similar import shall be construed to be satisfied if the information satisfies the requirements set forth in W.S. 17-16-625(g);  (iii) Certificated shares or words of similar import shall be construed to include shares represented by certificate tokens, and any reference to the delivery or deposit of these shares to the corporation shall be construed to refer to any method of granting control of the tokens to the corporation;  (iv) A certificate being duly endorsed or words of similar import shall be construed to mean that the transaction authorizing transfer of control of the certificate token was signed by the lawful holder of the token with the network signature corresponding to the lawful holder's data address to which the certificate token was issued or last lawfully transferred.
WY Stat § 17-16-620 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-620 - Subscription for Shares Before Incorporation.

17-16-620. Subscription for shares before incorporation.| (a) A subscription for shares entered into before incorporation is irrevocable for six (6) months unless the subscription agreement provides a longer or shorter period or all the subscribers agree to revocation.  (b) The board of directors may determine the payment terms of subscriptions for shares that were entered into before incorporation, unless the subscription agreement specifies them. A call for payment by the board of directors shall be uniform so far as practicable as to all shares of the same class or series, unless the subscription agreement specifies otherwise.  (c) Shares issued pursuant to subscriptions entered into before incorporation are fully paid and nonassessable when the corporation receives the consideration specified in the subscription agreement.  (d) If a subscriber defaults in payment of money or property under a subscription agreement entered into before incorporation, the corporation may collect the amount owed as any other debt. Alternatively, unless the subscription agreement provides otherwise, the corporation may rescind the agreement and may sell the shares if the debt remains unpaid more than twenty (20) days after the corporation sends written demand for payment to the subscriber.  (e) A subscription agreement entered into after incorporation is a contract between the subscriber and the corporation subject to W.S. 17-16-621.
WY Stat § 17-16-621 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-621 - Issuance of Shares.

17-16-621. Issuance of shares.| (a) The powers granted in this section to the board of directors may be reserved to the shareholders by the articles of incorporation.  (b) The board of directors may authorize shares to be issued for consideration consisting of any tangible or intangible property or benefit to the corporation, including cash, promissory notes, services performed, contracts for services to be performed, or other securities of the corporation.  (c) Before the corporation issues shares, the board of directors shall determine that the consideration received or to be received for shares to be issued is adequate. That determination by the board of directors is conclusive insofar as the adequacy of consideration for the issuance of shares relates to whether the shares are validly issued, fully paid, and nonassessable.  (d) When the corporation receives the consideration for which the board of directors authorized the issuance of shares, the shares issued therefor are fully paid and nonassessable.  (e) The corporation may place in escrow shares issued for a contract for future services or benefits or a promissory note, or make other arrangements to restrict the transfer of the shares, and may credit distributions in respect of the shares against their purchase price, until the services are performed, the note is paid, or the benefits received. If the services are not performed, the note is not paid, or the benefits are not received, the shares escrowed or restricted and the distributions credited may be cancelled in whole or part.  (f)(i) An issuance of shares or other securities convertible into or rights exercisable for shares, in a transaction or a series of integrated transactions, requires approval of the shareholders, at a meeting at which a quorum exists, if:  (A) The shares, other securities, or rights are issued for consideration other than cash or cash equivalents; and  (B) The voting power of shares that are issued and issuable as a result of the transaction or series of integrated transactions will comprise more than twenty percent (20%) of the voting power of the shares of the corporation that were outstanding immediately before the transaction.  (ii) In this subsection:  (A) For purposes of determining the voting power of shares issued and issuable as a result of a transaction or series of integrated transactions, the voting power of shares shall be the greater of:  (I) The voting power of the shares to be issued; or  (II) The voting power of the shares that would be outstanding after giving effect to the conversion of convertible shares and other securities and the exercise of rights to be issued.  (B) A series of transactions is integrated if consummation of one (1) transaction is made contingent on consummation of one (1) or more of the other transactions.
WY Stat § 17-16-622 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-622 - Liability of Shareholders.

17-16-622. Liability of shareholders.| (a) A purchaser from a corporation of its own shares is not liable to the corporation or its creditors with respect to the shares except to pay the consideration for which the shares were authorized to be issued pursuant to W.S. 17-16-621 or specified in the subscription agreement pursuant to W.S. 17-16-620.  (b) Unless otherwise provided in the articles of incorporation, a shareholder of a corporation is not personally liable for the acts or debts of the corporation except that he may become personally liable by reason of his own acts or conduct.
WY Stat § 17-16-623 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-623 - Share Dividends.

17-16-623. Share dividends.| (a) Unless the articles of incorporation provide otherwise, shares may be issued pro rata and without consideration to the corporation's shareholders or to the shareholders of one (1) or more classes or series. An issuance of shares under this subsection is a share dividend.  (b) Shares of one (1) class or series may not be issued as a share dividend in respect of shares of another class or series unless:  (i) The articles of incorporation so authorize;  (ii) A majority of the votes entitled to be cast by the class or series to be issued approve the issue; or  (iii) There are no outstanding shares of the class or series to be issued.  (c) If the board of directors does not fix the record date for determining shareholders entitled to a share dividend, it is the date the board of directors authorizes the share dividend.
WY Stat § 17-16-624 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-624 - Share Options.

17-16-624. Share options.| (a) A corporation may issue rights, options, or warrants for the purchase of shares of the corporation. The board of directors shall determine the terms upon which the rights, options, or warrants are issued and the terms, including the consideration for which the shares are to be issued. The authorization by the board of directors for the corporation to issue the rights, options or warrants constitutes authorization of the issuance of the shares or other securities for which the rights, options or warrants are exercisable.  (b) The terms and conditions of such rights, options or warrants, including those outstanding on July 1, 2009, may include, without limitation, restrictions or conditions that:  (i) Preclude or limit the exercise, transfer or receipt of such rights, options or warrants by any person owning or offering to acquire a specified number or percentage of the outstanding shares or other securities of the corporation or by any transferee of any such person; or  (ii) Invalidate or void the rights, options or warrants held by any such person or transferee.
WY Stat § 17-16-626 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-626 - Shares Without Certificates.

17-16-626. Shares without certificates.| (a) Unless the articles of incorporation or bylaws provide otherwise, the board of directors of a corporation may authorize the issue of some or all of the shares of any or all of its classes or series without certificates. The authorization does not affect shares already represented by certificates until they are surrendered to the corporation.  (b) Within a reasonable time after the issue or transfer of shares without certificates, the corporation shall give the shareholder a written statement of the information required on certificates by W.S. 17-16-625(b) and (c), and, if applicable, W.S. 17-16-627.
WY Stat § 17-16-627 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-627 - Restriction on Transfer of Shares and Other Securities.

17-16-627. Restriction on transfer of shares and other securities.| (a) The articles of incorporation, bylaws, an agreement among shareholders, or an agreement between shareholders and the corporation may impose restrictions on the transfer or registration of transfer of shares of the corporation. A restriction does not affect shares issued before the restriction was adopted unless the holders of the shares are parties to the restriction agreement or voted in favor of the restriction.  (b) A restriction on the transfer or registration of transfer of shares is valid and enforceable against the holder or a transferee of the holder if the restriction is authorized by this section and its existence is noted conspicuously on the front or back of the certificate or is contained in the information statement required by W.S. 17-16-626(b). Unless so noted or contained, a restriction is not enforceable against a person without knowledge of the restriction.  (c) A restriction on the transfer or registration of transfer of shares is authorized:  (i) To maintain the corporation's status when it is dependent on the number or identity of its shareholders;  (ii) To preserve exemptions under federal or state securities law; or  (iii) For any other reasonable purpose.  (d) A restriction on the transfer or registration of transfer of shares may:  (i) Obligate the shareholder first to offer the corporation or other persons, separately, consecutively, or simultaneously, an opportunity to acquire the restricted shares;  (ii) Obligate the corporation or other persons, separately, consecutively, or simultaneously, to acquire the restricted shares;  (iii) Require the corporation, the holders of any class of its shares, or another person to approve the transfer of the restricted shares, if the requirement is not manifestly unreasonable; or  (iv) Prohibit the transfer of the restricted shares to designated persons or classes of persons, if the prohibition is not manifestly unreasonable.  (e) For purposes of this section, "shares" includes a security convertible into or carrying a right to subscribe for or acquire shares.
WY Stat § 17-16-628 (2021)
2021 Wyoming Statutes|Title 17 - Corporations, Partnerships and Associations|Chapter 16 - Wyoming Business Corporation Act|Article 6 - Shares and Distributions|Section 17-16-628 - Expense of Issue.

17-16-628. Expense of issue.| A corporation may pay the expenses of selling or underwriting its shares, and of organizing or reorganizing the corporation, from the consideration received for shares.