The consideration, as determined pursuant to § 153(a)/(b), for newly issued shares may consist of any benefit to the corporation, and shall be paid in such form and in such manner, as the board shall determine. The board resolution authorizing the issue must at least specify

• the maximum number of shares and the time period during which they may be issued;
• a manner to determine the number of, and times at which, shares are to be issued (which may include a determination or action by any person or body, including the corporation); and
• a formula to determine the minimum amount of consideration. The formula may depend upon facts ascertainable outside the formula, provided the manner in which such facts shall operate upon the formula is clearly and expressly specified.

In the absence of actual fraud in the transaction, the board’s judgment as to the consideration’s value is conclusive. The shares are deemed fully paid and nonassessable upon receipt by the corporation of such consideration, subject to § 156.