Title 10 — Corporations and Associations
41 chapters · 595 sections in this title.
A.R.S. § 10-2701 Definitions
16.0K chars
In this chapter, unless the context otherwise requires: 1. "Acquiring person" means a person that makes or proposes to make a control share acquisition. If two or more persons act as a partnership, syndicate or other group pursuant to any agreement, arrangement, relationship, und…
A.R.S. § 10-2702 Duties of director
0.6K chars
In discharging the duties of the position of director under this chapter, a director of an issuing public corporation, in considering the best interests of the corporation, shall consider the long-term as well as the short-term interests of the corporation and its shareholders in…
A.R.S. § 10-2703 Special meetings of shareholders
1.6K chars
A. Special meetings of the shareholders of issuing public corporations may be called for any purpose or purposes under this chapter at any time by any of the following: 1. The president. 2. The secretary. 3. Two or more directors. 4. A person authorized in the articles of incorpo…
A.R.S. § 10-2704 Limitation on share repurchases; definition
2.7K chars
A. An issuing public corporation shall not, directly or indirectly, purchase or agree to purchase any shares from a beneficial owner of more than five per cent of the voting power of the issuing public corporation for more than the average market price of the shares if the shares…
A.R.S. § 10-2705 Compensation agreements
0.7K chars
During any tender offer or request or invitation for tenders of any class or series of shares of an issuing public corporation, other than an offer, request or invitation by the issuing public corporation, the issuing public corporation shall not enter into or amend, directly or …
A.R.S. § 10-2706 Application
1.0K chars
A. This chapter applies only to issuing public corporations and to corporations which elect pursuant to subsection C of this section to be subject to: 1. All of the provisions of this article. 2. All of the provisions of article 2 of this chapter. 3. All of the provisions of arti…
A.R.S. § 10-2721 Control share acquisitions; exemption from article
2.3K chars
A. This article does not apply to a control share acquisition if any of the following applies: 1. The articles of incorporation or bylaws of the issuing public corporation contain a provision adopted before it became an issuing public corporation and not subsequently amended expr…
A.R.S. § 10-2722 Information statement
3.7K chars
A. Not later than ten days after a control share acquisition, the acquiring person shall deliver to the issuing public corporation at its principal executive office an information statement containing all of the following: 1. The identity of the acquiring person, including the id…
A.R.S. § 10-2723 Meeting of shareholders
2.0K chars
If the acquiring person so requests in writing at the time of delivery of an information statement pursuant to section 10-2722 and has made, or has made a bona fide written offer to make, a control share acquisition and gives a written undertaking to pay or reimburse the issuing …
A.R.S. § 10-2724 Financing
0.9K chars
No call of a special meeting of the shareholders of the issuing public corporation is required to be made pursuant to section 10-2723 and no consideration of the voting rights to be accorded to shares referred to in section 10-2725, subsection A acquired or to be acquired pursuan…
A.R.S. § 10-2725 Voting rights
2.0K chars
A. Shares of an issuing public corporation that are acquired by an acquiring person in a control share acquisition and that exceed the threshold of voting power of any of the ranges prescribed in section 10-2722, subsection A, paragraph 4 have the same voting rights as other shar…
A.R.S. § 10-2726 Rights of action
0.2K chars
An acquiring person, an issuing public corporation and shareholders of an issuing public corporation may sue at law or in equity to enforce the provisions of this article.
A.R.S. § 10-2727 Redemption
1.1K chars
A. Unless otherwise expressly provided in the articles of incorporation or in bylaws approved by the shareholders of an issuing public corporation, the issuing public corporation may call for redemption of all but not less than all shares referred to in section 10-2725, subsectio…
A.R.S. § 10-2741 Business combination with interested shareholder; approval by committee of the directors
3.3K chars
A. Except for the provisions of section 10-2743, an issuing public corporation may not engage in any business combination or vote, consent or otherwise act to authorize a subsidiary of the issuing public corporation to engage in any business combination with respect to, proposed …
A.R.S. § 10-2742 Requirements after three years
8.1K chars
Except for the provisions of sections 10-2741 and 10-2743, an issuing public corporation may not engage at any time in any business combination or vote, consent or otherwise act to authorize a subsidiary of the issuing public corporation to engage in any business combination with…
A.R.S. § 10-2743 Business combinations; exemptions
2.7K chars
A. This article does not apply to any business combination of an issuing public corporation if any of the following applies: 1. The articles of incorporation or bylaws of the issuing public corporation contain a provision adopted before it became an issuing public corporation and…