KRS 271B.6-200: Subscription of shares before incorporation.

(1) A subscription for shares entered into before incorporation shall be irrevocable for

six (6) months, unless the subscription agreement provides a longer or shorter

period or all the subscribers agree to revocation.

(2) 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 cl ass or series, unless the subscription

agreement specifies otherwise.

(3) Shares issued pursuant to subscriptions entered into before incorporation shall be

fully paid and nonassessable when the corporation receives the consideration

specified in the subscription agreement.

(4) 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 agreemen t 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.

(5) A subscription agreement entered int o after incorporation shall be a contract

between the subscriber and the corporation subject to KRS 271B.6-210.