Alaska Statutes 10.06.542 – Disparate treatment of shares of the same class or series prohibited; exceptions

(a) Except as provided in (b) of this section all shares of the same class or series shall be treated equally with respect to a distribution of shares, cash, property, rights, or securities in any plan of merger, consolidation, or share exchange.

Terms Used In Alaska Statutes 10.06.542

Fiduciary: A trustee, executor, or administrator.
property: includes real and personal property. See Alaska Statutes 01.10.060
shares: means the units into which the proprietary interests in a corporation are divided. See Alaska Statutes 10.06.990

(b) Disparate treatment of shares of the same class or series may be proposed in a plan of merger, consolidation, or share exchange if

(1) disparate treatment is necessary to preserve a subchapter S election under the Internal Revenue Code of 1954;

(2) there is a sound business reason for disparate treatment and proponents of the plan prove it is consistent with fiduciary duties owed to all shareholders; or

(3) there is unanimous consent of all shareholders.

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