N.Y. Not-for-Profit Corporation Law § 502: Members' capital contributions

§ 502. Members' capital contributions.

(a) The certificate of incorporation may provide that members, upon or

subsequent to admission, shall make capital contributions in the amount

specified therein. The requirement of a capital contribution may apply

to all members, or to the members of a single class, or to members of

different classes in different amounts or proportions.

(b) A member's capital contribution shall consist of money or other

property, tangible or intangible, or labor or services actually received

by or performed for the corporation or for its benefit or in its

formation or reorganization, or a combination thereof. In the absence of

fraud in the transaction, the judgment of the board as to the value of

the consideration received by the corporation shall be conclusive.

(c) Neither obligations of the member for future payments nor future

services shall constitute payment or part payment of a member's capital

contribution.

(d) A member's capital contribution shall be evidenced by a capital

certificate which shall be non-transferable, except that the certificate

of incorporation of a non-charitable corporation may provide that its

capital certificates, or some of them, may be transferable to other

members with the consent of the corporation upon specified terms and

conditions.

(e) A member's capital contribution shall not be repaid or redeemed by

the corporation except upon dissolution of the corporation or upon

redemption of the capital certificate as provided in this chapter. A

corporation may provide in its certificate of incorporation that its

capital certificates, or some of them, shall be redeemable, in whole or

in part, at the option of the corporation only, at such price or prices

(not to exceed the amount of the capital contribution), within such

period or periods, and on such terms and conditions, not inconsistent

with this chapter, as are stated in the certificate of incorporation.