Wisconsin Code § 180.0631

(1) Treasury shares shall be considered issued shares but not outstanding shares.
(2) A corporation may acquire its own shares and all shares
so acquired after December 31, 1990, constitute treasury shares
unless any of the following conditions exists:
(a) The articles of incorporation prohibit treasury shares or
prohibit the reissuance of acquired shares.
(b) The board of directors, by resolution, cancels the acquired
shares, in which event the shares are restored to the status of authorized but unissued shares.
(3) (a) If the articles of incorporation prohibit treasury shares
but do not prohibit the reissuance of acquired shares, all of its
own shares acquired by the corporation shall be restored to the
status of authorized but unissued shares.
(b) If the articles of incorporation prohibit the reissuance of
acquired shares, the number of authorized shares is reduced by
the number of shares acquired by the corporation, effective upon
amendment of the articles of incorporation, except in the case of
an investment company that has authorized an indefinite number
of shares. The board of directors may adopt articles of amendment under this paragraph without shareholder action and deliver
them to the department for filing. The articles shall include all of
the following information:
1. The name of the corporation.
2. The reduction in the number of authorized shares, itemized by class and series.
3. The total number of authorized shares, itemized by class
and series, remaining after reduction of the shares.
4. A statement that the amendment was adopted by the board
of directors and that shareholder action was not required.
(4) Sections 180.0621 to 180.0628, as they apply to the issuance of shares, apply to the issuance of treasury shares.
(5) Treasury shares existing on December 31, 1990, remain
treasury shares until disposed of, canceled or restored to the status of authorized but unissued shares by action of the board of directors or shareholders.

‹ Prev All Wisconsin sections Next ›

Lexace provides legal information, not legal advice, and no attorney–client relationship is created. Statute text is provided for general information and may not reflect the most recent amendments; verify against the official state code.