5541 - Capital contributions of members.
SUBCHAPTER B FINANCIAL MATTERS Sec. 5541. Capital contributions of members. 5542. Subventions. 5543. Debt and security interests. 5543.1. Usury not a defense (Repealed). 5544. Fees, dues and assessments. 5545. Income from corporate activities. 5546. Purchase, sale, mortgage and lease of real property. 5546.1. Insolvency or bankruptcy (Repealed). 5547. Authority to take and hold trust property. 5548. Investment of trust funds. 5549. Transfer of trust or other assets to institutional trustee. 5550. Devises, bequests and gifts after certain fundamental changes. 5551. Dividends prohibited; compensation and certain payments authorized. 5552. Liabilities of members. 5553. Annual report of directors or other body. § 5541. Capital contributions of members. (a) General rule.--A nonprofit corporation organized on a nonstock basis may provide in its bylaws that members, upon or subsequent to admission, shall make capital contributions. The amount shall be specified in, or fixed by the board of directors or other body pursuant to authority granted by, the bylaws. 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) Consideration receivable.--The capital contribution of a member 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 of directors or other body as to the value of the consideration received by the corporation shall be conclusive. (c) Evidence of contribution.--The capital contribution of a member shall be recorded on the books of the corporation and may be evidenced by a written instrument delivered to the member, but such instrument shall not be denominated a "share certificate" or by any other word or term implying that the instrument is a share certificate subject to section 5752 (relating to organization on a stock share basis). (d) Transferability of interest.--Unless otherwise provided in the bylaws, the capital contribution of a member shall not be transferable. (e) Repayment of contribution.--The capital contribution of a member shall not be repaid by the corporation except upon dissolution of the corporation or as provided in this article. A corporation may provide in its bylaws that its capital contributions, or some of them, shall be repayable, in whole or in part, at the option of the corporation only, at such amount or amounts (not to exceed the amount of the capital contribution), within such period or periods, and on such terms and conditions, not inconsistent with this article, as are stated in, or fixed by the board of directors or other body pursuant to authority granted by, the bylaws. (Dec. 21, 1988, P.L.1444, No.177, eff. Oct. 1, 1989) 1988 Amendment. Act 177 amended subsec. (c).