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Alaska Statutes, Title 10

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Alaska/Statutes

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Title 10, Corporations and Associations

13 chapters · 955 sections in this title.

All chapters in Title 10955 Ch 06, Alaska Corporations Code.248 Ch 20, Alaska Nonprofit Corporation Act.147 Ch 50, Alaska Revised Limited Liability Com…140 Ch 15, Alaska Cooperative Corporation Act.119 Ch 13, Alaska BIDCO Act.85 Ch 25, Electric and Telephone Cooperative Act.71 Ch 55, Alaska Entity Transactions Act.50 Ch 45, Professional Corporation Act.25 Ch 10, Business and Industrial Development …23 Ch 40, Religious Corporations.19 Ch 30, Cemetery Associations and Nonprofit …18 Ch 35, Business Names.10

955 sections·Filtered byTitle 10✕

AS 10.20.390 Appointment of receiver; powers.
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After a hearing held upon such notice as the court may direct to be given to all parties to the proceedings and to any other parties in interest designated by the court, the court may appoint a liquidating receiver with authority to collect the assets of the corporation, includin…
AS 10.20.395 Disposition of assets or proceeds.
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The assets of the corporation or the proceeds resulting from a sale, conveyance, or other disposition of the assets shall be applied and distributed as follows: (1) all costs and expenses of the court proceedings and all liabilities and obligations of the corporation shall be pai…
AS 10.20.400 Powers and duties of receiver.
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The order appointing the liquidating receiver shall state the receiver's powers and duties. The powers and duties may be increased or diminished at any time during the liquidation proceedings.
AS 10.20.405 Compensation of receiver and attorneys.
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The court may allow from time to time, as expenses of the liquidation, compensation to the receiver and to attorneys in the proceeding, and direct the payment of compensation out of the assets of the corporation or the proceeds of a sale or disposition of assets.

Showing 551–600 of 955

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AS 10.20.410 Power of receiver to sue and defend.

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A receiver of a corporation appointed under this chapter may sue and defend in all courts in the receiver's own name as receiver of the corporation.

AS 10.20.415 Exclusive jurisdiction of appointing court.

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The court appointing the receiver has exclusive jurisdiction of the corporation and its property, wherever situated.

AS 10.20.420 Qualifications of receivers.

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A receiver shall be a citizen of the United States or a corporation authorized to act as receiver, which corporation may be a domestic corporation or a foreign corporation authorized to transact business in the state. A receiver shall give the bond the court directs with sureties…

AS 10.20.425 Filing of claims in liquidation proceedings.

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(a) In a proceeding to liquidate the assets and business of a corporation the court may require creditors of the corporation to file with the clerk of the court or with the receiver, in the form the court prescribes, proof under oath of their respective claims. (b) If the court r…

AS 10.20.430 Discontinuance of liquidation proceedings.

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The liquidation of the assets and business of a corporation may be discontinued at any time during the liquidation proceeding when it is established that cause for liquidation no longer exists. In this event, the court shall dismiss the proceeding and direct the receiver to redel…

AS 10.20.435 Decree of involuntary dissolution.

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In proceedings to liquidate the assets and business of a corporation, when the costs and expenses of the proceeding and the debts, obligations, and liabilities of the corporation have been paid and discharged or when the remaining property and assets are not sufficient to satisfy…

AS 10.20.440 Filing of decree of dissolution.

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If the court enters a decree dissolving a corporation, the clerk of the court shall file a certified copy of the decree with the commissioner. A fee may not be charged for this filing.

AS 10.20.445 Deposit with commissioner of amount due creditors or members.

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Upon the voluntary or involuntary dissolution of a corporation, the portion of the assets distributable to a creditor or member who is unknown or cannot be found, or who is under disability and there is no legally competent person to receive the distributive portion, shall be red…

AS 10.20.450 Survival of remedy after dissolution.

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The dissolution of a corporation either by (1) the issuance of a certificate of dissolution by the commissioner, or (2) a decree of the court when the court has not liquidated the assets and business of the corporation as provided in this chapter, or (3) by expiration of its peri…

AS 10.20.452 Continued existence for certain purposes.

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If a dissolved corporation is the owner of real or personal property, or claims an interest in or lien upon real or personal property, the corporation through its board of directors continues to exist for five years after the date of dissolution for the purpose of conveying, tran…

AS 10.20.455 Certificate of authority required.

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A foreign nonprofit corporation may not transact business in the state until it has procured a certificate of authority from the commissioner. A foreign corporation may not procure a certificate of authority to transact business in the state that a corporation organized under thi…

AS 10.20.460 Activities not constituting transacting business in the state.

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Without excluding other activities which may not constitute transacting business in the state, a foreign corporation does not transact business in the state by carrying on any of the following activities: (1) maintaining or defending any action or suit or an administrative or arb…

AS 10.20.465 Equal status as domestic corporations.

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A foreign corporation that has received a certificate of authority enjoys the same, but no greater, rights and privileges as a domestic corporation organized for the purposes set out in the application under which the certificate of authority is issued and, except as otherwise pr…

AS 10.20.470 Corporate name of foreign corporation.

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A certificate of authority may not be issued to a foreign corporation unless the corporate name of the corporation (1) does not contain a word or phrase that indicates or implies that it is organized for any purpose other than the purpose contained in its articles of incorporatio…

AS 10.20.471 Assumed corporate name.

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When a foreign corporation, applying for a certificate of authority, has a name that is not available for use by the foreign corporation under AS 10.20.021(b), it shall (1) select a name under which it elects to do business in the state; (2) clearly identify on all advertising, c…

AS 10.20.475 Change of name by foreign corporation.

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When a foreign corporation authorized to transact business in the state changes its name to one under which a certificate of authority would not be granted to it, the certificate of authority of the corporation is suspended and it may not transact business in the state until it h…

AS 10.20.480 Application for certificate of authority.

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To procure a certificate of authority to transact business in the state, a foreign corporation shall file an application in duplicate with the commissioner.

AS 10.20.485 Contents of application.

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The application must set out (1) the name of the corporation and the state or country under the laws of which it is incorporated; (2) the date of incorporation and the period of duration of the corporation; (3) the address of the principal office of the corporation in the state o…

AS 10.20.490 Form and execution of application.

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The application must be on forms prescribed and furnished by the commissioner and shall be executed in duplicate by the corporation by its president or vice-president and by its secretary or an assistant secretary.

AS 10.20.495 Filing of application for certificate of authority.

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(a) Upon finding that the application conforms to law, the commissioner shall, when all fees prescribed in this chapter have been paid (1) endorse on each document the word “filed,” and the date of the filing; (2) file one duplicate original of the application in the commissioner…

AS 10.20.500 Effect of certificate of authority.

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Upon the issuance of a certificate of authority by the commissioner, the corporation may transact business in the state for the purpose set out in its application, subject, however, to the right of the state to suspend or revoke the authority as provided in this chapter.

AS 10.20.505 Registered office and registered agent of foreign corporation.

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Each foreign corporation authorized to transact business in the state shall have and continuously maintain in the state a registered (1) office which may be, but need not be, the same as its place of business in the state; (2) agent, who may be either an individual resident in th…

AS 10.20.510 List of foreign corporations and registered offices and agents.

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The commissioner shall provide each clerk of the superior court with a current list of the names of all foreign corporations, the address of their registered office, and the name and address of their registered agent. The commissioner shall provide a supplement to the list indica…

AS 10.20.515 Change of registered office or registered agent of foreign corporation.

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A foreign corporation authorized to transact business in the state may change its registered office or change its registered agent, or both, upon filing with the department a statement setting out (1) the name of the corporation; (2) the address of its registered office; (3) if t…

AS 10.20.520 Execution, filing, and effective date of statement.

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The statement shall be executed by the corporation by its president or a vice-president and delivered to the commissioner. Upon finding that the statement conforms to the provisions of this chapter, the commissioner shall file the statement in the commissioner's office, and, upon…

AS 10.20.525 Service of process on foreign corporation.

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The registered agent appointed by a foreign corporation authorized to transact business in the state shall be an agent of the corporation upon whom process, notice, or demand required or permitted by law to be served upon the corporation may be served.

AS 10.20.530 Service on commissioner.

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When a foreign corporation authorized to transact business in the state, or not authorized to transact business in the state but doing so, fails to appoint or maintain a registered agent in the state, or when a registered agent cannot with reasonable diligence be found at the reg…

AS 10.20.535 Records of commissioner.

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The commissioner shall keep a record of all processes, notices, or demands served under AS 10.20.525 and 10.20.530, and shall record the time of service and the commissioner's action with reference to the service.

AS 10.20.540 Procedure not exclusive.

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Nothing in AS 10.20.525 — 10.20.535 limits or affects the right to serve any process, notice, or demand required or permitted by law to be served upon a corporation in any other manner.

AS 10.20.545 Amendment of articles of incorporation of foreign corporation.

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When the articles of incorporation of a foreign corporation authorized to transact business in the state are amended, the foreign corporation shall, within 30 days after the amendment becomes effective, file with the department a copy of the amendment authenticated by the proper …

AS 10.20.550 Merger of foreign corporation authorized to transact business in the state.

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When a foreign corporation authorized to transact business in the state is a party to a statutory merger permitted by the laws of the state or country where it is incorporated, and the corporation is the surviving corporation, it shall, within 30 days after the merger becomes eff…

AS 10.20.555 When amended certificate of authority required.

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A foreign corporation authorized to transact business in the state shall procure an amended certificate of authority if it changes its corporate name, or desires to pursue in the state other or additional purposes than those set out in its earlier application for a certificate of…

AS 10.20.560 Withdrawal of foreign corporation.

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A foreign corporation authorized to transact business in the state may withdraw from the state upon procuring from the commissioner a certificate of withdrawal. To procure a certificate of withdrawal, the foreign corporation shall deliver to the commissioner an application for wi…

AS 10.20.565 Contents of application for withdrawal.

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The application for withdrawal must set out (1) the name of the corporation and the state or country where it is incorporated; (2) that the corporation is not transacting business in the state; (3) that the corporation surrenders its authority to transact business in the state; (…

AS 10.20.570 Form and execution of application for withdrawal.

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The application for withdrawal shall be made on forms prescribed and furnished by the commissioner and shall be executed by the corporation by its president or a vice-president and by its secretary or an assistant secretary, or, if the corporation is in the hands of a receiver or…

AS 10.20.575 Filing of application for withdrawal.

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(a) Duplicate originals of the application for withdrawal shall be delivered to the commissioner. Upon finding that the application conforms to the provisions of this chapter, the commissioner shall, when all fees prescribed in this chapter have been paid, (1) endorse on each dup…

AS 10.20.580 Effect of certificate of withdrawal.

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Upon the issuance of the certificate of withdrawal, the authority of the corporation to transact business in the state ceases.

AS 10.20.585 Grounds for revocation of certificate of authority.

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The certificate of authority of a foreign corporation to transact business in the state may be revoked by the commissioner when (1) the corporation fails to file its biennial report within the time required by this chapter, or fails to pay fees or penalties prescribed in this cha…

AS 10.20.590 Limitations on revocation of certificate of authority.

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The commissioner may not revoke a certificate of authority of a foreign corporation unless (1) the commissioner has given the corporation at least 60 days' notice by mail addressed to its registered office in the state; and (2) the corporation fails, before revocation, to file th…

AS 10.20.595 Issuance of certificate of revocation.

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Upon revoking a certificate of authority, the commissioner shall (1) issue a certificate of revocation in duplicate; (2) file one of the certificates in the commissioner's office; (3) mail to the corporation at its registered office in the state a notice of the revocation accompa…

AS 10.20.600 Effect of certificate of revocation.

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Upon the issuance of the certificate of revocation, the authority of the corporation to transact business in the state ceases.

AS 10.20.605 Transacting business without certificate of authority as a bar to right to sue.

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A foreign corporation transacting business in the state without a certificate of authority may not maintain an action, suit, or proceeding in a court of the state until it obtains a certificate of authority. A successor or assignee of a foreign corporation transacting business wi…

AS 10.20.610 Transacting business without certificate of authority not affecting validity of contract or act, and right to defend.

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The failure of a foreign corporation to obtain a certificate of authority to transact business in the state does not impair the validity of a contract or act of it, and does not prevent the corporation from defending an action, suit, or proceeding in a court of the state.

AS 10.20.615 Liability to state for transacting business without certificate of authority.

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A foreign corporation that transacts business in the state without a certificate of authority is liable to the state, for the years or portions of years during which it transacted business in the state without a certificate of authority, in an amount equal to all fees that would …

AS 10.20.620 Biennial report of domestic and foreign corporations.

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Each domestic corporation and each foreign corporation authorized to transact business in the state shall file a biennial report within the time prescribed by this chapter. The information contained in the biennial report shall be given as of June 30 of the reporting year.

AS 10.20.625 Contents of biennial report.

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The biennial report must set out (1) the name of the corporation and the state or country where it is incorporated; (2) the address of the registered office of the corporation in the state, and the name of its registered agent in the state at that address, and, in the case of a f…