Sections
Article 1 Dissent and Payment for Shares 10-1301 – 10-1303
Article 2 Procedure for Exercise of Dissenters’ Rights 10-1320 – 10-1328
Article 3 Judicial Appraisal of Shares 10-1330 – 10-1331

Terms Used In Arizona Laws > Title 10 > Chapter 13 - Dissenters' Rights

  • Address: means a mailing address. See Arizona Laws 10-140
  • adoption agency: means a person other than the division licensed by the division to place children for adoption, including an attorney or law firm. See Arizona Laws 8-101
  • Adult: means a person eighteen years of age or older. See Arizona Laws 8-101
  • Affidavit: A written statement of facts confirmed by the oath of the party making it, before a notary or officer having authority to administer oaths.
  • Agency placement adoption: means an adoption proceeding in which one or more of the requisite consents are given to an agency pursuant to section 8-107, subsection D, paragraph 1. See Arizona Laws 8-101
  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Appeal: A request made after a trial, asking another court (usually the court of appeals) to decide whether the trial was conducted properly. To make such a request is "to appeal" or "to take an appeal." One who appeals is called the appellant.
  • Appraisal: A determination of property value.
  • Appropriation: The provision of funds, through an annual appropriations act or a permanent law, for federal agencies to make payments out of the Treasury for specified purposes. The formal federal spending process consists of two sequential steps: authorization
  • 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
  • Associate director: means the associate director of the citrus, fruit and vegetable division of the department. See Arizona Laws 3-525
  • Attachment: A procedure by which a person's property is seized to pay judgments levied by the court.
  • Attack: means any action or series of actions taken by an enemy of the United States resulting in substantial damage or injury to persons or property in this state whether through sabotage, bombs, missiles, shellfire or atomic, radiological, chemical, bacteriological, biological or other means. See Arizona Laws 38-382
  • Beneficial shareholder: means the person who is a beneficial owner of shares held in a voting trust or by a nominee as the record shareholder. See Arizona Laws 10-1301
  • Beneficiary: A person who is entitled to receive the benefits or proceeds of a will, trust, insurance policy, retirement plan, annuity, or other contract. Source: OCC
  • Board of directors: means the group of persons vested with the management of the affairs of the corporation irrespective of the name by which the group is designated and includes the governing body or bodies of a water users' association if the articles of incorporation of such water users' association provide for a governing body or bodies denominated other than as a board of directors. See Arizona Laws 10-140
  • Bylaws: means the code of rules adopted for the regulation or management of the affairs of the corporation irrespective of the name by which those rules are designated. See Arizona Laws 10-140
  • Caucus: From the Algonquian Indian language, a caucus meant "to meet together." An informal organization of members of the legislature that exists to discuss issues of mutual concern and possibly to perform legislative research and policy planning for its members. There are regional, political or ideological, ethnic, and economic-based caucuses.
  • Child: means any person under eighteen years of age. See Arizona Laws 8-101
  • Class: refers to a group of memberships that have the same rights with respect to voting, dissolution, redemption and transfer. See Arizona Laws 10-3140
  • commission: means any office, board or commission of the state, or any political subdivision thereof, the salary or compensation of the incumbent or members of which is paid from a fund raised by taxation or by public revenue. See Arizona Laws 38-101
  • Compensation: means money, a tangible thing of value or a financial benefit. See Arizona Laws 38-502
  • Conference committee: A temporary, ad hoc panel composed of conferees from both chamber of a legislature which is formed for the purpose of reconciling differences in legislation that has passed both chambers. Conference committees are usually convened to resolve bicameral differences on major and controversial legislation.
  • Contract: A legal written agreement that becomes binding when signed.
  • Corporation: means the issuer of the shares held by a dissenter before the corporate action or the surviving or acquiring corporation by merger or share exchange of that issuer. See Arizona Laws 10-1301
  • Court: means the superior court of this state. See Arizona Laws 10-140
  • court: means the juvenile division of the superior court. See Arizona Laws 8-101
  • Custody: means a status embodying all of the following rights and responsibilities:

    (a) The right to have the physical possession of the child. See Arizona Laws 8-101

  • Deliver: includes sending by mail, private courier, fax or electronic transmission. See Arizona Laws 10-140
  • Department: means the department of child safety. See Arizona Laws 8-201
  • Department: means the Arizona department of agriculture. See Arizona Laws 3-101
  • Dependent: A person dependent for support upon another.
  • Direct placement adoption: means an adoption proceeding in which one or more of the requisite consents are given to a particular person pursuant to section 8-107, subsection D, paragraph 2. See Arizona Laws 8-101
  • Director: means the director of the department. See Arizona Laws 3-101
  • Discovery: Lawyers' examination, before trial, of facts and documents in possession of the opponents to help the lawyers prepare for trial.
  • Dismissal: The dropping of a case by the judge without further consideration or hearing. Source:
  • Dissenter: means a shareholder who is entitled to dissent from corporate action under section 10-1302 and who exercises that right when and in the manner required by article 2 of this chapter. See Arizona Laws 10-1301
  • Division: means the department of child safety. See Arizona Laws 8-101
  • domestic corporation: means a corporation for profit that is not a foreign corporation and that is incorporated under or subject to chapters 1 through 17 of this title. See Arizona Laws 10-140
  • Employee: means all persons who are not public officers and who are employed on a full-time, part-time or contract basis by an incorporated city or town, a political subdivision or the state or any of its departments, commissions, agencies, bodies or boards for remuneration. See Arizona Laws 38-502
  • Employee: means an officer or employee of this state or any of its departments, commissions, agencies or boards. See Arizona Laws 38-531
  • Entitlement: A Federal program or provision of law that requires payments to any person or unit of government that meets the eligibility criteria established by law. Entitlements constitute a binding obligation on the part of the Federal Government, and eligible recipients have legal recourse if the obligation is not fulfilled. Social Security and veterans' compensation and pensions are examples of entitlement programs.
  • Entity: includes a corporation, foreign corporation, not for profit corporation, profit and not for profit unincorporated association, nonprofit corporation, close corporation, corporation sole or limited liability company, a professional corporation, association or limited liability company, a business trust, estate, partnership, registered limited liability partnership, trust or joint venture, two or more persons having a joint or common economic interest, any person other than an individual and a state, the United States and a foreign government. See Arizona Laws 10-140
  • Equitable: Pertaining to civil suits in "equity" rather than in "law." In English legal history, the courts of "law" could order the payment of damages and could afford no other remedy. See damages. A separate court of "equity" could order someone to do something or to cease to do something. See, e.g., injunction. In American jurisprudence, the federal courts have both legal and equitable power, but the distinction is still an important one. For example, a trial by jury is normally available in "law" cases but not in "equity" cases. Source: U.S. Courts
  • Ex officio: Literally, by virtue of one's office.
  • Executive session: means a gathering of a quorum of members of a public body from which the public is excluded for one or more of the reasons prescribed in section 38-431. See Arizona Laws 38-431
  • Executive session: A portion of the Senate's daily session in which it considers executive business.
  • Felony: A crime carrying a penalty of more than a year in prison.
  • Fiscal year: The fiscal year is the accounting period for the government. For the federal government, this begins on October 1 and ends on September 30. The fiscal year is designated by the calendar year in which it ends; for example, fiscal year 2006 begins on October 1, 2005 and ends on September 30, 2006.
  • Foreign corporation: means a corporation for profit that is incorporated under a law other than the law of this state. See Arizona Laws 10-140
  • Former employee: means an employee who was dismissed. See Arizona Laws 38-531
  • Guardian: A person legally empowered and charged with the duty of taking care of and managing the property of another person who because of age, intellect, or health, is incapable of managing his (her) own affairs.
  • Interest: means interest from the effective date of the corporate action until the date of payment at the average rate currently paid by the corporation on its principal bank loans or, if none, at a rate that is fair and equitable under the circumstances. See Arizona Laws 10-1301
  • juvenile: means an individual who is under the age of eighteen years. See Arizona Laws 8-201
  • Juvenile court: means the juvenile division of the superior court when exercising its jurisdiction over children in any proceeding relating to delinquency, dependency or incorrigibility. See Arizona Laws 8-201
  • Known place of business: means the known place of business required to be maintained pursuant to section 10-501. See Arizona Laws 10-140
  • Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
  • Legal action: means a collective decision, commitment or promise made by a public body pursuant to the constitution, the public body's charter, bylaws or specified scope of appointment and the laws of this state. See Arizona Laws 38-431
  • Legislating body: means any branch of government of this state or of any political subdivision of this state which has the constitutional authority to enact laws, resolutions or ordinances. See Arizona Laws 38-382
  • Legislative session: That part of a chamber's daily session in which it considers legislative business (bills, resolutions, and actions related thereto).
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Make known: means the filing of a paper which is signed by a public officer or employee and which fully discloses a substantial interest or the filing of a copy of the official minutes of a public agency which fully discloses a substantial interest. See Arizona Laws 38-502
  • Misdemeanor: Usually a petty offense, a less serious crime than a felony, punishable by less than a year of confinement.
  • Month: means a calendar month unless otherwise expressed. See Arizona Laws 1-215
  • negligently: import a want of such attention to the nature or probable consequence of the act or omission as a prudent man ordinarily bestows in acting in his own concerns. See Arizona Laws 1-215
  • Oath: includes an affirmation or declaration. See Arizona Laws 1-215
  • Oath: A promise to tell the truth.
  • Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
  • Official records: means the minutes or papers, records and documents maintained by a public agency for the specific purpose of receiving disclosures of substantial interests required to be made known by this article. See Arizona Laws 38-502
  • Person: includes an individual and entity. See Arizona Laws 10-140
  • Person: includes a corporation, company, partnership, firm, association or society, as well as a natural person. See Arizona Laws 1-215
  • Personnel action: means :

    (a) Appointment. See Arizona Laws 38-531

  • Petition: means a written statement of the essential facts that allege delinquency, incorrigibility or dependency. See Arizona Laws 8-201
  • Petitioner: includes both petitioners under a joint petition. See Arizona Laws 8-101
  • Plaintiff: The person who files the complaint in a civil lawsuit.
  • Political subdivision: means a county, city or town. See Arizona Laws 38-382
  • Political subdivision: means all political subdivisions of this state, including without limitation all counties, cities and towns, school districts and special districts. See Arizona Laws 38-431
  • Political subdivision: means all political subdivisions of the state and county, including all school districts. See Arizona Laws 38-502
  • Population: means the population according to the most recent United States decennial census. See Arizona Laws 1-215
  • Presiding officer: A majority-party Senator who presides over the Senate and is charged with maintaining order and decorum, recognizing Members to speak, and interpreting the Senate's rules, practices and precedents.
  • Principal office: means the office, in or out of this state, so designated in the annual report where the principal executive offices of a domestic or foreign corporation are located or in any other document executed by the corporation by an officer and delivered to the commission for filing. See Arizona Laws 10-140
  • Proceeding: includes a civil suit and a criminal, administrative and investigatory action. See Arizona Laws 10-140
  • Process: means a citation, writ or summons issued in the course of judicial proceedings. See Arizona Laws 1-215
  • Produce safety rule: means the United States food and drug administration produce safety rule (21 Code of Federal Regulations part 112) and any other federal produce safety regulation, order or guideline or other requirement adopted pursuant to the FDA food safety modernization act (P. See Arizona Laws 3-525
  • Property: includes both real and personal property. See Arizona Laws 1-215
  • Public agency: means :

    (a) All courts. See Arizona Laws 38-502

  • Public body: means the legislature, all boards and commissions of this state or political subdivisions, all multimember governing bodies of departments, agencies, institutions and instrumentalities of this state or political subdivisions, including without limitation all corporations and other instrumentalities whose boards of directors are appointed or elected by this state or a political subdivision. See Arizona Laws 38-431
  • Public body: means the attorney general, the legislature, the governor, a federal, state or local law enforcement agency, the county attorney, the governing board of a community college district or school district, the board of supervisors of a county or an agency director. See Arizona Laws 38-531
  • Public competitive bidding: means the method of purchasing prescribed by title 41, chapter  23, or procedures substantially equivalent to such method of purchasing, or as provided by local charter or ordinance. See Arizona Laws 38-502
  • Public officer: means all elected and appointed officers of a public agency established by charter, ordinance, resolution, state constitution or statute. See Arizona Laws 38-502
  • public officer: means the incumbent of any office, member of any board or commission, or his deputy or assistant exercising the powers and duties of the officer, other than clerks or mere employees of the officer. See Arizona Laws 38-101
  • Quorum: The number of legislators that must be present to do business.
  • Real property: Land, and all immovable fixtures erected on, growing on, or affixed to the land.
  • Record shareholder: means the person in whose name shares are registered in the records of a corporation or the beneficial owner of shares to the extent of the rights granted by a nominee certificate on file with a corporation. See Arizona Laws 10-1301
  • Relative: means the spouse, child, child's child, parent, grandparent, brother or sister of the whole or half blood and their spouses and the parent, brother, sister or child of a spouse. See Arizona Laws 38-502
  • Remote interest: means :

    (a) That of a nonsalaried officer of a nonprofit corporation. See Arizona Laws 38-502

  • Reporter: Makes a record of court proceedings and prepares a transcript, and also publishes the court's opinions or decisions (in the courts of appeals).
  • Reprisal: means to take a personnel action the result of which is adverse to an employee. See Arizona Laws 38-531
  • Service of process: The service of writs or summonses to the appropriate party.
  • Shareholder: means the person in whose name shares are registered in the records of a corporation or the beneficial owner of shares to the extent of the rights granted by a nominee certificate on file with a corporation. See Arizona Laws 10-140
  • Shareholder: means the record shareholder or the beneficial shareholder. See Arizona Laws 10-1301
  • Shares: means the units into which the proprietary interests in a corporation are divided. See Arizona Laws 10-140
  • Statute: A law passed by a legislature.
  • subcommittee: means any entity, however designated, that is officially established, on motion and order of a public body or by the presiding officer of the public body, and whose members have been appointed for the specific purpose of making a recommendation concerning a decision to be made or considered or a course of conduct to be taken or considered by the public body. See Arizona Laws 38-431
  • Substantial interest: means any nonspeculative pecuniary or proprietary interest, either direct or indirect, other than a remote interest. See Arizona Laws 38-502
  • Summons: Another word for subpoena used by the criminal justice system.
  • Testimony: Evidence presented orally by witnesses during trials or before grand juries.
  • United States: includes a district, authority, bureau, commission and department and any other agency of the United States. See Arizona Laws 10-140
  • Venue: The geographical location in which a case is tried.
  • Vote: includes authorization by written ballot and written consent. See Arizona Laws 10-3140
  • Writing: includes printing. See Arizona Laws 1-215
  • written: includes blockchain technology as defined in section 44-7061. See Arizona Laws 10-140