The Board of Directors of Bonifacio Corporation (BC) unanimously adopted a resolution directing its management to issue as fully paid 10,000 common shares to Atty. Apolinario for successfully prosecuting in favor of BC the derivative suit filed by a minority stockholder. If the issuance of the said 10,000 common shares is by way of stock dividends to be credited from unrestricted retained earnings of BC, would such issuance be valid