Title 10, Corporations and Associations

If a licensee provides financing assistance to a business or engages in another business transaction, and if the assistance or transaction involves a potential conflict of interest, the terms and conditions under which the licensee provides the assistance or engages in the transa…

Article 4. Acquisitions of Control, Mergers, Purchases, and Sales. (a) In AS 10.13.300 — 10.13.310, licensee transactions that involve a potential conflict of interest include (1) providing financing assistance to a principal shareholder of the licensee, to a person controlled by…

A person may not acquire control of a licensee without the prior approval of the department.

(a) The department shall approve an application to acquire control of a licensee under AS 10.13.400 if the department determines that (1) the applicant and the directors and officers of the applicant are of good character and sound financial standing; (2) it is reasonable to beli…

(a) When the department is reviewing an application under AS 10.13.410, the department may determine that an (1) applicant or a director or officer of an applicant is not of good character if the person has been convicted of a crime involving fraud or dishonesty, including a conv…

A licensee may not merge with another corporation unless the merger is approved by the department, and, if the licensee is not the surviving corporation, the surviving corporation is a licensee.

A licensee may not purchase all or substantially all of the business of another person unless the purchase is approved by the department.

A licensee may not sell all or substantially all of the licensee's business or of the business of an office of the licensee to another person unless the purchaser is a licensee and the sale is approved by the department.

Article 5. Regulation, Fees, Records, Reports, and Examinations. The department may not approve a merger, purchase, or sale under AS 10.13.430 — 10.13.450 unless the department determines that (1) the merger, purchase, or sale will be safe and sound with respect to the acquiring …

The department shall administer this chapter. The department may issue orders and may adopt regulations that, in the opinion of the department, are necessary to execute, enforce, and achieve the purposes of this chapter. Adoption of regulations under this chapter is subject to AS…

When the department issues an order or license under this chapter, the department may impose conditions that the department determines are necessary to carry out the purposes of this chapter.

The department may provide to an interested person a declaratory ruling on a provision of this chapter.

A final order, decision, license, or other official act of the department under this chapter is subject to judicial review by the superior court under the applicable rules of court.

The department may make public or private investigations inside or outside the state that the department considers necessary to determine whether to approve an application for a license, to determine whether a person has violated or is about to violate this chapter, to aid in the…

For the purposes of an investigation, examination, or other proceeding under this chapter, the department may administer oaths and affirmations, subpoena witnesses, compel the attendance of witnesses, take evidence, and require the production of books, papers, correspondence, mem…

If a person fails to comply with a subpoena issued by the department under this chapter or to testify with respect to a matter covered by this chapter, the superior court may issue an order requiring the attendance of the person and the giving of testimony or production of eviden…

If the department is authorized to make service of process in connection with a noncriminal administrative proceeding under this chapter, the department may make the service by registered or certified mail.

A person shall pay the department (1) $2,500 for filing an application for a license; (2) $1,250 for filing an application for approval to acquire control of a licensee; (3) $1,250 for filing an application for approval for a merger, purchase, or sale under AS 10.13.430 — 10.13.4…

A fee for filing an application with the department shall be paid at the time the application is filed with the department and is not refundable.

(a) A licensee shall make and keep books, accounts, and other records in the form and manner, at the place, and for the period of time that the department establishes. (b) A licensee, affiliate of a licensee, and a subsidiary of a licensee shall file with the department the repor…

(a) If a person other than a licensee makes or keeps all or part of the books, accounts, or other records of the licensee, this chapter applies to the person with respect to the books, accounts, and other records to the same extent as if the person were the licensee. (b) If a per…

Each year the department shall publish and provide to the legislature information on the effect of this chapter on promoting economic development in the state. The information must include aggregate statistics on (1) the number and dollar amount of the financing assistance made b…

Article 6. Prohibited Activities. (a) The department may at any time examine a licensee or a subsidiary of a licensee. Licensure under this chapter constitutes implied consent to examination by the department. (b) [Repealed, § 4 ch 26 SLA 2018.] (c) At the department's request th…

(a) Except as otherwise provided in AS 10.13.120, a person transacting business in the state who is not a licensee may not knowingly use a name or title that indicates that the person is a BIDCO or otherwise represent that the person is a BIDCO or a licensee. (b) A licensee may n…

A person having custody of all or part of the books, accounts, or other records of a licensee may not knowingly refuse to allow the department, upon request, to inspect or make copies of the records.

A licensee may not directly or indirectly provide financing assistance to an associate of the licensee.

A licensee may not directly or indirectly provide financing assistance to discharge, or to free money for use in discharging, part or all of an obligation to an associate of the licensee. This section does not apply to a transaction of an associate of a licensee in the normal cou…

(a) If the terms on which a licensee provides financing assistance to a business are less favorable to the licensee than the terms on which an associate of the licensee provides financing assistance to the business, the licensee may not directly or indirectly provide the assistan…

(a) An associate of a licensee may not directly or indirectly receive from a person to whom the licensee provides financing assistance (1) compensation in connection with the providing of the financing assistance; or (2) other things of value for procuring, influencing, or attemp…

(a) If the department finds that the exemption is in the public interest and that the regulation of the person or transaction is not necessary for the purposes of this chapter, the department may exempt a person or transaction from AS 10.13.630 — 10.13.660 for the purposes of a p…

If, in the opinion of the department, a person has violated this chapter, or if there is reasonable cause to believe that a person is about to violate this chapter, the department may bring an action in superior court to enjoin the violation or to enforce compliance with this cha…

If the department finds that a person has violated or that there is reasonable cause to believe that the person is about to violate AS 10.13.120(b) or 10.13.610(a), the department may order the person to cease and desist from the violation unless and until the person is issued a …

After notice and a hearing, if the department determines that a licensee or a subject person of a licensee has violated or is violating, or that there is reasonable cause to believe that the licensee or subject person is about to violate this chapter, the department may order the…

After notice and a hearing, if the department determines that a licensee or subject person of a licensee has engaged in or that there is a reasonable cause to believe that the licensee or subject person is about to engage in an unsafe or unsound act with respect to the business o…

If the department determines that a factor set out in AS 10.13.720 — 10.13.730 is true with respect to a licensee or subject person of a licensee and that the action or violation is likely to cause the insolvency or substantial dissipation of the assets or earnings of the license…

(a) The department may issue an order removing a subject person of a licensee from office with the licensee and prohibiting the subject person from further participating in any manner in the conduct of the business of the licensee if the department determines after notice and a h…

(a) If the department determines that a subject person of a licensee has been indicted by a grand jury or has been bound over for trial by a court for a crime involving dishonesty or breach of trust, and that the continuation of the person as a subject person of the licensee may …

(a) Within 30 days after an order is issued under AS 10.13.710, 10.13.740, 10.13.750(c), or 10.13.760, the licensee or subject person of a licensee to whom the order is directed may file with the department an application for a hearing on the order. (b) If the department fails to…

If the department determines that the results of a department communication or order addressed to the licensee or to a subject person of the licensee should be disclosed to the licensee's shareholders, the department may require the licensee to make the disclosure in the form and…

(a) If the department considers it expedient, the department may call a meeting of the board of directors or of the shareholders of a licensee. (b) The department shall send notification of the time, place, and purpose of the meeting not less than five days before the meeting to …

(a) The department may issue an order directing a licensee to refrain from providing additional financing assistance to businesses if, in the opinion of the department, the order is necessary to protect the interests of the licensee or the public, and if, after notice and a heari…

(a) If the department finds that a factor in AS 10.13.800 is true with respect to a licensee and that it is necessary for the protection of the interests of the licensee or of the public, the department may take immediate possession of the property and business of the licensee an…

(a) The department may apply to the superior court for the appointment of a receiver for a licensee, if the department determines that the licensee should be liquidated because (1) the licensee is insolvent; (2) the licensee has suspended payment of the licensee's obligations, ha…

Article 8. General Provisions. (a) If after notice and a hearing the department finds that a person has violated this chapter, the department may order the person to pay to the department a civil penalty in the amount the department specifies. The civil penalty may not exceed $1,…

This chapter shall be liberally construed to accomplish its purposes.

A proceeding under AS 10.13.830 is subject to AS 44.62 (Administrative Procedure Act). Except as otherwise provided in this chapter, other proceedings and actions under this chapter are exempt from AS 44.62.