Massachusetts General Laws Part I. Administration of the Government (Ch. 1-182) Ch. 166, § 10

All certificates of stock or scrip issued in violation of the preceding section shall be void; and the directors of the corporation which issues them shall be liable to a penalty of one thousand dollars each, to be recovered by indictment in any county where any of them reside; but if any such director proves that, before such issue, he filed his written dissent thereto with the clerk, or was absent and at no time voted therefor, he shall not be so liable.