Title 10 — Corporations and Associations
41 chapters · 595 sections in this title.
A.R.S. § 10-1001 Authority to amend
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A. A corporation may amend its articles of incorporation at any time to add or change a provision that is required or permitted in the articles of incorporation or to delete a provision that is not required in the articles of incorporation. Whether a provision is required or perm…
A.R.S. § 10-1002 Amendment by board of directors
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Unless the articles of incorporation provide otherwise, a corporation's board of directors may adopt one or more amendments to the corporation's articles of incorporation without shareholder action to either: 1. Extend the duration of the corporation if it was incorporated at a t…
A.R.S. § 10-1003 Amendment by board of directors and shareholders
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A. The following apply to amendments to the articles of incorporation: 1. A corporation's board of directors may propose one or more amendments to the articles of incorporation for submission to the shareholders. 2. For the amendment to be adopted both: (a) The board of directors…
A.R.S. § 10-1004 Voting on amendments by voting groups
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A. The holders of the outstanding shares of a class are entitled to vote as a separate voting group, if shareholder voting is otherwise required by chapters 1 through 17 of this title, on a proposed amendment if the amendment would either: 1. Increase or decrease the aggregate nu…
A.R.S. § 10-1005 Amendment before issuance of shares
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If a corporation has not yet issued shares, an amendment to the articles of incorporation may be adopted by a majority of the members of the board of directors, unless the articles of incorporation require adoption by a greater number of the members of the board of directors.
A.R.S. § 10-1006 Articles of amendment
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A. A corporation amending its articles of incorporation shall deliver to the commission for filing articles of amendment setting forth: 1. The name of the corporation. 2. The text of each amendment adopted. 3. If an amendment provides for an exchange, reclassification or cancella…
A.R.S. § 10-1007 Restated articles of incorporation
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A. A corporation's board of directors may restate its articles of incorporation at any time with or without shareholder action. B. The restatement may include one or more amendments to the articles. If the restatement includes an amendment requiring shareholder approval, it shall…
A.R.S. § 10-1008 Amendment pursuant to reorganization
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A. A corporation's articles of incorporation may be amended pursuant to this section without action by the board of directors or shareholders to carry out a plan of reorganization confirmed by an order or decree of a court of competent jurisdiction under a federal statute or a st…
A.R.S. § 10-1009 Effect of amendments
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An amendment to articles of incorporation does not affect a cause of action existing against or in favor of the corporation, a proceeding to which the corporation is a party or the existing rights of persons other than shareholders of the corporation. An amendment changing a corp…
A.R.S. § 10-1020 Amendment by board of directors or shareholders
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A. A corporation's board of directors may amend or repeal the corporation's bylaws unless either: 1. The articles of incorporation or chapters 1 through 17 of this title reserve this power exclusively to the shareholders in whole or part. 2. The shareholders in amending or repeal…
A.R.S. § 10-1021 Bylaw increasing quorum or voting requirement for shareholders
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A. If authorized by the articles of incorporation, the shareholders may adopt or amend a bylaw that fixes a greater quorum or voting requirement for shareholders, or voting groups of shareholders, than is required by chapters 1 through 17 of this title. The adoption or amendment …
A.R.S. § 10-1022 Bylaw increasing quorum or voting requirement for directors
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A. A bylaw that fixes a greater quorum or voting requirement for the board of directors may be amended or repealed as follows: 1. If originally adopted by the shareholders, only by the shareholders. 2. If originally adopted by the board of directors, either by the shareholders or…