Arizona Laws 10-1807. Option to dissolve
A. The articles of incorporation of any corporation may include a provision granting to any investor or investors an option to have the corporation dissolved at will or upon the performance or occurrence of any specified event or contingency. Whenever any such option to dissolve is exercised, the investor or investors exercising such option shall give written notice thereof to all other investors. After the expiration of thirty days following the mailing of such notice, the dissolution of the corporation shall proceed as if the required vote power had consented to the dissolution of the corporation as provided by section 10-1402.
Terms Used In Arizona Laws 10-1807
- Articles of incorporation: means the original or restated articles of incorporation or articles of merger and all amendments to the articles of incorporation or merger and includes amended and restated articles of incorporation and articles of amendment and merger. See Arizona Laws 10-140
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Dissolved: means the status of a corporation on either:
(a) Effectiveness of articles of dissolution pursuant to section 10-1403, subsection B or section 10-1421, subsection B. See Arizona Laws 10-140
- Investor: means one who is the owner of capital units in a close corporation. See Arizona Laws 10-1802
- Vote: includes authorization by written ballot and written consent. See Arizona Laws 10-3140
- written: includes blockchain technology as defined in section 44-7061. See Arizona Laws 10-140
B. If the articles of incorporation as originally filed do not contain a provision authorized by subsection A of this section, the articles of incorporation may be amended to include such provision if adopted by the affirmative vote of all investors. If the articles of incorporation as originally filed contain a provision authorized by subsection A of this section, such provision may be amended only by the affirmative vote of all investors.
C. Sections 10-1401, 10-1402 and 10-1801 shall be applicable to voluntary dissolution notwithstanding the reference in subsection A of this section to section 10-1402.