Arizona Laws 29-2601. Division authorized
A. By complying with this article, a domestic entity may divide into either:
Terms Used In Arizona Laws 29-2601
- Dividing entity: means the domestic entity that approves a plan of division pursuant to section 29-2603 or the foreign entity that approves a division pursuant to the law of its jurisdiction of organization. See Arizona Laws 29-2102
- Division: means a transaction authorized by article 6 of this chapter. See Arizona Laws 29-2102
- Domestic entity: means an entity whose internal affairs are governed by the laws of this state. See Arizona Laws 29-2102
- Entity: means any of the following:
(a) A corporation. See Arizona Laws 29-2102
- Foreign entity: means an entity other than a domestic entity. See Arizona Laws 29-2102
- Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
- Jurisdiction of organization: means the jurisdiction whose law includes the governing statute of the entity. See Arizona Laws 29-2102
- Merger: means a transaction authorized by article 2 of this chapter. See Arizona Laws 29-2102
- Protected agreement: means any of the following:
(a) A record evidencing indebtedness and any related agreement in effect on the effective date of this section. See Arizona Laws 29-2102
1. The dividing entity and one or more new entities, whether domestic or foreign.
2. Two or more new entities, whether domestic or foreign.
B. A foreign entity may be created by the division of a domestic entity under this article only if the division is authorized by the law of the foreign entity‘s jurisdiction of organization.
C. A domestic entity may be created by the division of a foreign entity under this article only if the division is authorized by the law of the foreign entity’s jurisdiction of organization.
D. If a protected agreement contains a provision that applies to a merger of a domestic entity but does not refer to a division, the provision applies to a division of the entity as if the division were a merger until the agreement is amended after the effective date of this section.