Terms Used In Arizona Laws > Title 10 > Chapter 18 > Article 1 - Close Corporations

• Action: includes any matter or proceeding in a court, civil or criminal. See Arizona Laws 1-215
• Address: means a mailing address. See Arizona Laws 10-140
• Administrative law judge: means an individual or an agency head, board or commission that sits as an administrative law judge, that conducts administrative hearings in a contested case or an appealable agency action and that makes decisions regarding the contested case or appealable agency action. See Arizona Laws 41-1092
• Adversely affected party: means :

  (a) An individual who both:

  (i) Provides evidence of an actual injury or economic damage that the individual has suffered or will suffer as a direct result of the action and not due to being a competitor or a general taxpayer. See Arizona Laws 41-1092

• 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: means any board, commission, department, officer or other administrative unit of this state, including the agency head and one or more members of the agency head or agency employees or other persons directly or indirectly purporting to act on behalf or under the authority of the agency head, whether created under the Constitution of Arizona or by enactment of the legislature. See Arizona Laws 41-1001
• 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.
• Answer: The formal written statement by a defendant responding to a civil complaint and setting forth the grounds for defense.
• 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.
• Appealable agency action: means an action that determines the legal rights, duties or privileges of a party, including the administrative completeness of an application other than an application submitted to the department of water resources pursuant to title 45, and that is not a contested case. See Arizona Laws 41-1092
• 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
• Arrest: Taking physical custody of a person by lawful authority.
• 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
• Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
• Authorized lobbyist: means any person, other than a designated lobbyist or lobbyist for compensation, who is employed by, retained by or representing a principal, with or without compensation, for the purpose of lobbying and who is listed as an authorized lobbyist by the principal in its registration pursuant to section 41-1232. See Arizona Laws 41-1231
• Authorized public lobbyist: means a person, other than a designated public lobbyist, who is employed by, retained by or representing a public body, with or without compensation, for the purpose of lobbying and who is listed as an authorized public lobbyist by the public body in its registration pursuant to Section 41-1232. See Arizona Laws 41-1231
• Bribe: means anything of value or advantage, present or prospective, asked, offered, given, accepted or promised with a corrupt intent to influence, unlawfully, the person to whom it is given in that person's action, vote or opinion, in any public or official capacity. See Arizona Laws 1-215
• Capital units: means the proportions of the proprietary interest in the corporation owned by the investors. See Arizona Laws 10-1802
• close corporation: means a corporation for profit organized pursuant to the provisions of this article. See Arizona Laws 10-1802
• Commission: means the Arizona corporation commission. See Arizona Laws 10-1802
• Contested case: means any proceeding, including rate making, except rate making pursuant to article XV, Constitution of Arizona, price fixing and licensing, in which the legal rights, duties or privileges of a party are required or permitted by law, other than this chapter, to be determined by an agency after an opportunity for an administrative hearing. See Arizona Laws 41-1001
• Contract: A legal written agreement that becomes binding when signed.
• Conviction: A judgement of guilt against a criminal defendant.
• 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.
• Council: means the governor's regulatory review council. See Arizona Laws 41-1001
• Court: means the superior court of this state. See Arizona Laws 10-140
• Court reporter: A person who makes a word-for-word record of what is said in court and produces a transcript of the proceedings upon request.
• Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
• Delegation agreement: means an agreement between an agency and a political subdivision that authorizes the political subdivision to exercise functions, powers or duties conferred on the delegating agency by a provision of law. See Arizona Laws 41-1001
• Deposition: An oral statement made before an officer authorized by law to administer oaths. Such statements are often taken to examine potential witnesses, to obtain discovery, or to be used later in trial.
• Designated lobbyist: means the person who is designated by a principal as the single point of contact for the principal and who is listed as the designated lobbyist by the principal in its registration pursuant to section 41-1232. See Arizona Laws 41-1231
• Designated public lobbyist: means the person who is designated by a public body as the single point of contact for the public body and who is listed as the designated public lobbyist by the public body in its registration pursuant to Section 41-1232. See Arizona Laws 41-1231
• Devise: To gift property by will.
• Director: means the director of the office of administrative hearings. See Arizona Laws 41-1092
• Discovery: Lawyers' examination, before trial, of facts and documents in possession of the opponents to help the lawyers prepare for trial.
• 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

• Donor: The person who makes a gift.
• Entertainment: means the amount of any expenditure paid or incurred for admission to any sporting or cultural event or for participation in any sporting or cultural activity. See Arizona Laws 41-1231
• Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
• Expenditure: means a payment, distribution, loan, advance, deposit or gift of money or anything of value and includes a contract, promise or agreement, whether or not legally enforceable, to make an expenditure that provides a benefit to an individual state officer or state employee and that is incurred by or on behalf of one or more principals, public bodies, lobbyists, designated public lobbyists or authorized public lobbyists. See Arizona Laws 41-1231
• Fair market value: The price at which an asset would change hands in a transaction between a willing, informed buyer and a willing, informed seller.
• Fee: means a charge prescribed by an agency for an inspection or for obtaining a license. See Arizona Laws 41-1001
• Fiduciary: A trustee, executor, or administrator.
• Filing: means the commission completing the following procedure with respect to any document delivered for that purpose:

  (a) Determining that the filing fee requirements of section 10-122 have been satisfied. See Arizona Laws 10-140

• Final administrative decision: means a decision by an agency that is subject to judicial review pursuant to Title 12, Chapter 7, Article 6. See Arizona Laws 41-1092
• 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.
• Fraud: Intentional deception resulting in injury to another.
• Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
• Gift: means a payment, distribution, expenditure, advance, deposit or donation of money, any intangible personal property or any kind of tangible personal or real property. See Arizona Laws 41-1231
• in good faith: means an act or thing done when it is in fact done honestly, whether it be done negligently or not. See Arizona Laws 10-1802
• including: means not limited to and is not a term of exclusion. See Arizona Laws 1-215
• Individual: means a natural person. See Arizona Laws 41-1093
• Investor: means one who is the owner of capital units in a close corporation. See Arizona Laws 10-1802
• Joint committee: Committees including membership from both houses of teh legislature. Joint committees are usually established with narrow jurisdictions and normally lack authority to report legislation.
• 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.
• Known place of business: means the known place of business required to be maintained pursuant to section 10-501. See Arizona Laws 10-140
• Legislation: means bills, resolutions, memorials, amendments, nominations and other matters that are pending or proposed in either house of the legislature of this state. See Arizona Laws 41-1231
• 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.
• License: includes the whole or part of any agency permit, certificate, approval, registration, charter or similar form of permission required by law, but does not include a license required solely for revenue purposes. See Arizona Laws 41-1001
• Licensing: includes the agency process respecting the grant, denial, renewal, revocation, suspension, annulment, withdrawal, change, reduction, modification or amendment of a license, including an existing permit, certificate, approval, registration, charter or similar form of permission, approval or authorization obtained from an agency by the holder of a license. See Arizona Laws 41-1001
• Licensing decision: means any action by an agency to grant or deny any request for permission, approval or authorization issued in response to any request from an applicant for a license or to the holder of a license to exercise authority within the scope of the license. See Arizona Laws 41-1001
• Lobbyist: means any person, other than a designated public lobbyist or authorized public lobbyist, who is employed by, retained by or representing a person other than himself, with or without compensation, for the purpose of lobbying and who is listed as a lobbyist by the principal in its registration pursuant to section 41-1232. See Arizona Laws 41-1231
• Lobbyist for compensation: means a lobbyist who is compensated for the primary purpose of lobbying on behalf of a principal and who is listed by the principal in its registration pursuant to section 41-1232. See Arizona Laws 41-1231
• Manager: means the person or persons named in the articles of incorporation either originally or by amendment thereto in the capacity of manager or assistant manager and does not include any person who is not so named. See Arizona Laws 10-1802
• Month: means a calendar month unless otherwise expressed. See Arizona Laws 1-215
• Moral turpitude: means an offense, whether a misdemeanor or felony, that is related to extortion, burglary, larceny, bribery, embezzlement, robbery, racketeering, money laundering, forgery, fraud, murder, voluntary manslaughter or a sexual offense that requires the individual to register pursuant to section 13-3821. 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
• Notice of exempt rulemaking: means a notice of:

  (a) An exemption pursuant to section 41-1005, except those exemptions that require notice and an opportunity for public comment. See Arizona Laws 41-1097

• 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.
• Office: means the office of administrative hearings. See Arizona Laws 41-1092
• Oral argument: An opportunity for lawyers to summarize their position before the court and also to answer the judges' questions.
• Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
• Party: means each person or agency named or admitted as a party or properly seeking and entitled as of right to be admitted as a party. See Arizona Laws 41-1001
• Person: includes a corporation, company, partnership, firm, association or society, as well as a natural person. See Arizona Laws 1-215
• Person: means an individual, partnership, committee, association or corporation and any other organization or group of persons, except legislators and political parties qualified for representation on the ballot pursuant to section 16-801 or 16-804. See Arizona Laws 41-1231
• Person: means an individual, partnership, corporation, association, governmental subdivision or unit of a governmental subdivision, a public or private organization of any character or another agency. See Arizona Laws 41-1001
• Person: includes an individual and entity. See Arizona Laws 10-140
• Personal hospitality: means hospitality, meals, beverages, transportation or lodging furnished but not commercially provided by a person on property or facilities owned or possessed by the person or the person's family. See Arizona Laws 41-1231
• Plaintiff: The person who files the complaint in a civil lawsuit.
• Pleadings: Written statements of the parties in a civil case of their positions. In the federal courts, the principal pleadings are the complaint and the answer.
• 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: means any person, other than a public body, that employs, retains, engages or uses, with or without compensation, a lobbyist. See Arizona Laws 41-1231
• Process: means a citation, writ or summons issued in the course of judicial proceedings. See Arizona Laws 1-215
• Property: includes both real and personal property. See Arizona Laws 1-215
• Public body: means the Arizona board of regents, a university under the jurisdiction of the Arizona board of regents, the judicial department, any state agency, board, commission or council, any county, any county elected officer who elects to appoint a designated public lobbyist or any city, town, district or other political subdivision of this state that receives and uses tax revenues and that employs, retains, engages or uses, with or without compensation, a designated public lobbyist or authorized public lobbyist. See Arizona Laws 41-1231
• Public official: means a person who is duly elected, appointed or retained through election to an elected state, county or local office. See Arizona Laws 41-1231
• Published: means a rulemaking that has been printed and distributed by an agency or posted on an agency's website or filed by an agency and published in the register or a combination of any of these requirements as provided in statute or session law. See Arizona Laws 41-1097
• 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.
• Register: means the Arizona administrative register, which is:

  (a) This state's official publication of rulemaking notices that are filed with the office of secretary of state. See Arizona Laws 41-1001

• 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).
• Restitution: The court-ordered payment of money by the defendant to the victim for damages caused by the criminal action.
• Rule: means an agency statement of general applicability that implements, interprets or prescribes law or policy, or describes the procedure or practice requirements of an agency. See Arizona Laws 41-1001
• Self-supporting regulatory board: means any of the following:

  (a) The Arizona state board of accountancy. See Arizona Laws 41-1092

• Settlement: Parties to a lawsuit resolve their difference without having a trial. Settlements often involve the payment of compensation by one party in satisfaction of the other party's claims.
• Single expenditure: means an expenditure that provides a benefit of more than twenty dollars to an individual state officer or state employee and that is incurred by or on behalf of one or more principals, public bodies, lobbyists, designated public lobbyists or authorized public lobbyists. See Arizona Laws 41-1231
• State employee: means an employee of the legislature, a university under the jurisdiction of the Arizona board of regents, the judicial department or a state office, agency, board, commission or council. See Arizona Laws 41-1231
• State officer: means a person who is duly elected, appointed or retained through election to any state office, or a member of any state board, commission or council, and includes a member of the legislature. See Arizona Laws 41-1231
• Statute: A law passed by a legislature.
• Subpoena: A command to a witness to appear and give testimony.
• Substantive policy statement: means a written expression which informs the general public of an agency's current approach to, or opinion of, the requirements of the federal or state constitution, federal or state statute, administrative rule or regulation, or final judgment of a court of competent jurisdiction, including, where appropriate, the agency's current practice, procedure or method of action based upon that approach or opinion. See Arizona Laws 41-1001
• Testimony: Evidence presented orally by witnesses during trials or before grand juries.
• Transcript: A written, word-for-word record of what was said, either in a proceeding such as a trial or during some other conversation, as in a transcript of a hearing or oral deposition.
• United States: includes the District of Columbia and the territories. See Arizona Laws 1-215
• vacancy: means a vacancy as defined by section 38-291 and includes a vacancy which occurs before the person has taken the oath of office as provided by section 41-1101. See Arizona Laws 41-1201
• Veto: The procedure established under the Constitution by which the President/Governor refuses to approve a bill or joint resolution and thus prevents its enactment into law. A regular veto occurs when the President/Governor returns the legislation to the house in which it originated. The President/Governor usually returns a vetoed bill with a message indicating his reasons for rejecting the measure. In Congress, the veto can be overridden only by a two-thirds vote in both the Senate and the House.
• Vote: includes authorization by written ballot and written consent. See Arizona Laws 10-3140
• Voting power: means the total number of votes entitled to be cast for the election of directors at the time the determination of voting power is made, excluding a vote that is contingent on the happening of a condition or event that has not occurred at the time. 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