Part 6 — Management and Administration Division 1 Membership
129 Commissions and Discounts Commissions and brokerage
consideration of the person subscribing or agreeing to subscribe,
whether absolutely or conditionally, for any shares in the company
or procuring or agreeing to procure subscriptions, whether absolute
or conditional, for any shares in the company, if the payment of the
commission is authorized by the memorandum or articles, and the
commission paid or agreed to be paid does not exceed the amount
or rate so authorized, and, in the case of a public company, if the
amount or rate per cent of the commission paid or agreed to be paid
is,
RSA 2000
(a) in the case of shares offere d to the public for subscription,
disclosed in the prospectus, or
(b) in the case of shares not offered to the public for
subscription, disclosed in any circular or notice, not being a
prospectus, inviting subscriptions for the shares.
(2) Except as provided in subsection (1), no company shall apply
any of its shares or capital money either directly or indirectly in
payment of any commission, discount, or allowance to any person
in consideration of subscribing or agreeing to subscribe, whether
absolutely or conditionally, for any shares of the company, or
procuring or agreeing to procure subscriptions, whether absolute or
conditional, for any shares in the company, whether the shares or
capital money are so applied by being added to the
purchase-money of any property acquired by the company or to the
contract price of any work to be executed for the company, or the
money is paid out of the nominal purchase-money or contract price,
or otherwise.
(3) Nothing in this section affects the power of any company to
pay such brokerage as it has heretofore been lawful for a company
to pay, and a vendor to, promoter of, or other person who receives
payment in money or shares from, a company has, and shall be
deemed always to have had, power to apply any part of the money
or shares so received in payment of any commission, the payment
of which, if made directly by the company, would have been legal
under this section.
RSA 1980 cC-20 s129