Sections
Article 1 Shares 10-601 – 10-604
Article 2 Issuance of Shares 10-620 – 10-629
Article 3 Subsequent Acquisition of Shares by Shareholders and Corporation 10-630 – 10-631
Article 4 Distributions 10-640

Terms Used In Arizona Laws > Title 10 > Chapter 6 - Shares and Distributions

  • Address: means a mailing address. See Arizona Laws 10-140
  • Administration: means the Arizona health care cost containment system administration. See
  • Administration: means the Arizona health care cost containment system administration. See Arizona Laws 36-2931
  • Administration: means the Arizona health care cost containment system administration. See Arizona Laws 36-2971
  • Administration: means the Arizona health care cost containment system administration. See Arizona Laws 36-2981
  • Administration: means the Arizona health care cost containment system administration. See Arizona Laws 36-2999.01
  • Administration: means the community services administration in the department of economic security. See Arizona Laws 36-3001
  • Administrator: means the administrator of the Arizona health care cost containment system. See
  • Advance fee: means a fee, interest or other consideration directly or indirectly received by a person prior to a loan of money or extension of credit or a commitment to loan money or extend credit being made by the person. See Arizona Laws 6-1301
  • Advance fee loan broker: means a person who is not exempt under section 6-1302 and who for an advance fee or in the expectation of an advance fee either directly or indirectly makes or procures, attempts to make or procure or offers to make or procure or attempt to make or procure a loan of money or extension of credit. See Arizona Laws 6-1301
  • Affiliate: means a person that directly or indirectly, through one or more intermediaries controls, is controlled by or is under common control with the person specified. See Arizona Laws 10-140
  • Affirmed: In the practice of the appellate courts, the decree or order is declared valid and will stand as rendered in the lower court.
  • Agent: means an adult who has the authority to make health care treatment decisions for another person, referred to as the principal, pursuant to a health care power of attorney. See Arizona Laws 36-3201
  • 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.
  • Annuity: A periodic (usually annual) payment of a fixed sum of money for either the life of the recipient or for a fixed number of years. A series of payments under a contract from an insurance company, a trust company, or an individual. Annuity payments are made at regular intervals over a period of more than one full year.
  • Arizona long-term care system: means the system established pursuant to article 2 of this chapter. See Arizona Laws 36-2999.01
  • 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
  • Artificially administered: means providing food or fluid through a medically invasive procedure. See Arizona Laws 36-3201
  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Associate director: means the associate director of the division. See Arizona Laws 3-481
  • Attachment: A procedure by which a person's property is seized to pay judgments levied by the court.
  • Attending physician: means a physician who has the primary responsibility for a principal's health care. See Arizona Laws 36-3201
  • Authorized shares: means the shares of all classes that a domestic or foreign corporation is authorized to issue. See Arizona Laws 10-140
  • 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
  • Capitation rate: means a mode of payment which the program contractor receives for the delivery of services to members pursuant to this article and which is based on a fixed rate per person notwithstanding the amount of services provided to a member. See Arizona Laws 36-2931
  • Center: means a facility operated by a comprehensive care for the elderly organization where primary care and other services are furnished to participants. See Arizona Laws 36-2999.01
  • 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
  • Comfort care: means treatment given in an attempt to protect and enhance the quality of life without artificially prolonging that life. See Arizona Laws 36-3201
  • Commission: means the Arizona corporation commission. See Arizona Laws 10-140
  • Commission merchant: means a person that receives on consignment or solicits from the producer any fruit or vegetable for sale on commission on behalf of the producer or that accepts any fruit or vegetable in trust from the producer for the purpose of resale. See Arizona Laws 3-481
  • Complaint: A written statement by the plaintiff stating the wrongs allegedly committed by the defendant.
  • Comprehensive care for the elderly program: means a provider directed program of comprehensive care for the elderly that delivers comprehensive medical and social services directly to eligible members. See Arizona Laws 36-2999.01
  • Container: means a box, carton or lug that is used for packing, shipping or selling fruit or vegetables that are authorized by this article or rules adopted pursuant to this article. See Arizona Laws 3-481
  • contiguous: means land that adjoins or touches the other property held by the same or a related organization and land divided by a public road. See Arizona Laws 36-2999.51
  • Contractor: means a person or entity that has a prepaid capitated contract with the administration pursuant to section 36-2904 or chapter 34 of this title to provide health care to members under this article or persons under chapter 34 of this title either directly or through subcontracts with providers. See
  • Contractor: means a person or entity that has a prepaid capitated contract with the administration pursuant to section 36-2904 to provide health care to members under this article either directly or through subcontracts with providers. See Arizona Laws 36-2971
  • Contractor: means a health plan that contracts with the administration for the provision of hospitalization and medical care to members according to the provisions of this article or a qualifying plan. See Arizona Laws 36-2981
  • Credit report: A detailed report of an individual's credit history prepared by a credit bureau and used by a lender in determining a loan applicant's creditworthiness. Source: OCC
  • Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
  • Deliver: includes sending by mail, private courier, fax or electronic transmission. See Arizona Laws 10-140
  • Department: means the department of economic security. See
  • Department: means the department of economic security. See
  • Department: means the department of economic security. See Arizona Laws 36-2931
  • Department: means the department of economic security. See Arizona Laws 36-2971
  • Dependent: A person dependent for support upon another.
  • Deputy director: means the deputy director of the financial institutions division of the department. See Arizona Laws 6-101
  • Director: means the director of the department. See Arizona Laws 3-101
  • Director: means the director of the Arizona health care cost containment system administration. See
  • Director: means the director of the Arizona health care cost containment system administration. See Arizona Laws 36-2931
  • Director: means the director of the Arizona health care cost containment system administration. See Arizona Laws 36-2971
  • Director: means the director of the administration. See Arizona Laws 36-2981
  • Director: means the director of the Arizona health care cost containment system administration. See Arizona Laws 36-2999.01
  • 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

  • Distribution: means a direct or indirect transfer of money or other property, except its own shares, or incurrence of indebtedness by a corporation to or for the benefit of its shareholders in respect of any of its shares. See Arizona Laws 10-140
  • Domestic violence: means attempting to cause or causing bodily injury to a family or household member or placing a family or household member by threat of force in fear of imminent physical harm. See Arizona Laws 36-3001
  • Domestic violence service provider: means a facility whose primary purpose is to provide services to family or household members who are victims of domestic violence, including:

    (a) Shelter for victims of domestic violence. See Arizona Laws 36-3001

  • Donor: The person who makes a gift.
  • Eligible participant: means a member who:

    (a) Is a resident of this state and a United States citizen or a person who meets the requirements for qualified alien status as determined pursuant to Section 36-2903. See Arizona Laws 36-2999.01

  • Eligible person: means any person who is:

    (a) Any of the following:

    (i) Defined as mandatorily or optionally eligible pursuant to title XIX of the social security act as authorized by the state plan. See

  • Eligible person: means a person who:

    (a) Is a resident of this state and a United States citizen or a person who meets the requirements for qualified alien status as determined pursuant to Section 36-2903. See Arizona Laws 36-2931

  • 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.
  • Escrow: Money given to a third party to be held for payment until certain conditions are met.
  • Ex officio: Literally, by virtue of one's office.
  • Executed by the corporation: means executed by manual or facsimile signature on behalf of the corporation by a duly authorized officer or, if the corporation is in the hands of a receiver or trustee, by the receiver or trustee. See Arizona Laws 10-140
  • Family or household member: means a spouse, a former spouse, a parent, a child or another adult person related by consanguinity or affinity who is residing or has resided or has a child or children in common with the person committing the domestic violence and dependents of such persons. See Arizona Laws 36-3001
  • Federal poverty guidelines: means the poverty guidelines as updated annually in the federal register by the United States department of health and human services. See Arizona Laws 1-215
  • Federal poverty level: means the federal poverty level guidelines published annually by the United States department of health and human services. See Arizona Laws 36-2981
  • 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

  • Fiscal year: means the period beginning on October 1 and ending on September 30. See Arizona Laws 36-2999.51
  • Fixed Rate: Having a "fixed" rate means that the APR doesn't change based on fluctuations of some external rate (such as the "Prime Rate"). In other words, a fixed rate is a rate that is not a variable rate. A fixed APR can change over time, in several circumstances:
    • You are late making a payment or commit some other default, triggering an increase to a penalty rate
    • The bank changes the terms of your account and you do not reject the change.
    • The rate expires (if the rate was fixed for only a certain period of time).
  • Fraud: Intentional deception resulting in injury to another.
  • Fund: means the domestic violence services fund. See Arizona Laws 36-3001
  • Graduate medical education: means a program, including an approved fellowship, that prepares a physician for the independent practice of medicine by providing didactic and clinical education in a medical discipline to a medical student who has completed a recognized undergraduate medical education program. See
  • Grantee: includes every person to whom an estate or interest in real property passes, in or by a deed. See Arizona Laws 1-215
  • Health care directive: means a document drafted in substantial compliance with this chapter, including a mental health care power of attorney, to deal with a person's future health care decisions. See Arizona Laws 36-3201
  • Health care power of attorney: means a written designation of an agent to make health care decisions that meets the requirements of section 36-3221 and that comes into effect and is durable as provided in section 36-3223, subsection A. See Arizona Laws 36-3201
  • Health care provider: means a natural person who is licensed under Title 32, Chapter 11, 13, 15, 17 or 25, a hospice as defined in section 36-401 that is licensed under chapter 4 of this title or an organization that is licensed under this title, that renders health care designed to prevent, diagnose or treat illness or injury and that employs persons licensed under Title 32, Chapter 11, 13, 15, 17 or 25. See Arizona Laws 36-3201
  • Health plan: means an entity that contracts with the administration for services provided pursuant to article 1 of this chapter. See Arizona Laws 36-2981
  • Home and community based services: means services described in section 36-2939, subsection B, paragraph 2 and subsection C. See Arizona Laws 36-2931
  • Inpatient psychiatric facility: means a hospital that contains an organized psychiatric services unit or a special hospital that is licensed to provide psychiatric services. See Arizona Laws 36-3201
  • Institutional services: means services described in section 36-2939, subsection A, paragraph 1 and subsection B, paragraph 1. See Arizona Laws 36-2931
  • Intangible property: Property that has no intrinsic value, but is merely the evidence of value such as stock certificates, bonds, and promissory notes.
  • Interdisciplinary team: means center staff and comprehensive care for the elderly subcontractors who have current and appropriate licensure, certification or accreditation and who are responsible for assessment and development of the comprehensive care for the elderly participant's care plan and may conduct assessments of the participants and provide services to participants within the team member's scope of practice. See Arizona Laws 36-2999.01
  • Interested person: means the patient, a person listed under section 36-3231, subsection A, a health care provider directly involved in the patient's medical care or an employee of a health care provider. See Arizona Laws 36-3201
  • Irrevocable trust: A trust arrangement that cannot be revoked, rescinded, or repealed by the grantor.
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Litigation: A case, controversy, or lawsuit. Participants (plaintiffs and defendants) in lawsuits are called litigants.
  • Living will: means a statement written either by a person who has not written a health care power of attorney or by the principal as an attachment to a health care power of attorney and intended to guide or control the health care treatment decisions that can be made on that person's behalf. See Arizona Laws 36-3201
  • Lot: means a unit of identical or similar items that are produced by one person and that are grouped or consolidated in one or more containers for packaging or transporting or a cluster of identical or similar items that are produced by one person and that are included in the same shipping order, bill of lading or other itemized transport order. See Arizona Laws 3-481
  • Malice: means evil intent and outrageous, oppressive or intolerable conduct that creates a substantial risk of tremendous harm to others. See
  • Medicare resident days: means resident days that are funded by the medicare program, a medicare advantage or special needs plan or the medicare hospice program. See Arizona Laws 36-2999.51
  • Member: means an eligible person who enrolls in the system. See
  • Member: means an eligible person who is enrolled in the system. See Arizona Laws 36-2931
  • Member: means an eligible person who enrolls in the system and who is defined as a qualified medicare beneficiary pursuant to section 1905(p) of title XIX of the social security act and whose income does not exceed one hundred per cent of the federal poverty guidelines. See Arizona Laws 36-2971
  • Member: means a person who is eligible for and enrolled in the program, who is under nineteen years of age and whose gross household income meets the following requirements:

    (a) Beginning on November 1, 1998 through September 30, 1999, has income at or below one hundred fifty per cent of the federal poverty level. See Arizona Laws 36-2981

  • Member: means an eligible person who is enrolled in the Arizona long-term care system pursuant to article 2 of this chapter. See Arizona Laws 36-2999.01
  • Minority leader: See Floor Leaders
  • Month: means a calendar month unless otherwise expressed. See Arizona Laws 1-215
  • Net patient service revenue: means gross inpatient revenues from services that are provided to nursing facility patients minus reductions from gross inpatient revenue. See Arizona Laws 36-2999.51
  • Noncontracting provider: means a person who provides health care to members pursuant to this article but not pursuant to a subcontract with a contractor. See
  • Noncontracting provider: means a person who provides services as prescribed by section 36-2939 and who does not have a subcontract with a program contractor. See Arizona Laws 36-2931
  • Noncontracting provider: means an entity that provides hospital or medical care but does not have a contract or subcontract with the administration. See Arizona Laws 36-2981
  • Nursing facility: means a health care institution that provides inpatient beds or resident beds and nursing services to persons who need nursing services on a continuing basis but who do not require hospital care or direct daily care from a physician. See Arizona Laws 36-2999.51
  • Organization: means an organization that provides all medical and long-term care services under a comprehensive care for the elderly program and shall be capitated by a program contractor for medicaid services and may be capitated by a program contractor for medicare services. See Arizona Laws 36-2999.01
  • Oversight: Committee review of the activities of a Federal agency or program.
  • 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.
  • Person: includes a corporation, company, partnership, firm, association or society, as well as a natural person. See Arizona Laws 1-215
  • Person: includes an individual and entity. See Arizona Laws 10-140
  • Person: includes an individual, firm, association, partnership, trust or corporation. See Arizona Laws 3-481
  • Physician: means a doctor of medicine licensed pursuant to title 32, chapter 13 or doctor of osteopathic medicine licensed pursuant to Title 32, Chapter 17. See Arizona Laws 36-3201
  • Physician: means a person licensed pursuant to Title 32, Chapter 13 or 17. See
  • Physician: means a person licensed pursuant to Title 32, Chapter 13 or 17. See Arizona Laws 36-2981
  • 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.
  • Power of attorney: A written instrument which authorizes one person to act as another's agent or attorney. The power of attorney may be for a definite, specific act, or it may be general in nature. The terms of the written power of attorney may specify when it will expire. If not, the power of attorney usually expires when the person granting it dies. Source: OCC
  • Prepaid capitated: means a mode of payment by which a health care contractor directly delivers health care services for the duration of a contract to a maximum specified number of members based on a fixed rate per member notwithstanding:

    (a) The actual number of members who receive care from the contractor. See

  • Primary care physician: means a physician who is a family practitioner, general practitioner, pediatrician, general internist, or obstetrician or gynecologist. See
  • Primary care physician: means a physician who is a family practitioner, general practitioner, pediatrician, general internist, or obstetrician or gynecologist. See Arizona Laws 36-2971
  • Primary care physician: means a physician who is a family practitioner, general practitioner, pediatrician, general internist, obstetrician or gynecologist. See Arizona Laws 36-2981
  • Primary care practitioner: means a nurse practitioner certified pursuant to Title 32, Chapter 15 or a physician assistant certified pursuant to Title 32, Chapter 25. See
  • Primary care practitioner: means a nurse practitioner certified pursuant to Title 32, Chapter 15 or a physician assistant certified pursuant to Title 32, Chapter 25. See Arizona Laws 36-2971
  • Primary care practitioner: means a nurse practitioner who is certified pursuant to Title 32, Chapter 15 or a physician assistant who is licensed pursuant to Title 32, Chapter 25 and who is acting within the respective scope of practice of those chapters. See Arizona Laws 36-2981
  • Principal: means a person who is the subject of a health care power of attorney. See Arizona Laws 36-3201
  • Probate: Proving a will
  • Process: means a citation, writ or summons issued in the course of judicial proceedings. See Arizona Laws 1-215
  • Producer: means a person that is engaged in this state in the business of producing or causing fruit or vegetables to be produced for market in commercial quantities. See Arizona Laws 3-481
  • Program: means the children's health insurance program. See Arizona Laws 36-2981
  • Program administrator: means the program administrator of the community services administration in the department of economic security. See Arizona Laws 36-3001
  • Program agreement: means an agreement between the organization and a program contractor. See Arizona Laws 36-2999.01
  • Program contractor: means the department or any other entity that contracts with the administration pursuant to section 36-2940 or 36-2944 to provide services to members pursuant to this article. See Arizona Laws 36-2931
  • Program contractor: means the department or any other entity that contracts with the administration pursuant to section 36-2940 or 36-2944. See Arizona Laws 36-2971
  • Program contractor: means the entity that contracts with the administration pursuant to sections 36-2940 and 36-2944 to provide services to members pursuant to article 2 of this chapter. See Arizona Laws 36-2999.01
  • Property: includes both real and personal property. See Arizona Laws 1-215
  • Prosecute: To charge someone with a crime. A prosecutor tries a criminal case on behalf of the government.
  • Provider: means a person who subcontracts with a program contractor for the delivery of services to members pursuant to this article. See Arizona Laws 36-2931
  • Public law: A public bill or joint resolution that has passed both chambers and been enacted into law. Public laws have general applicability nationwide.
  • Qualified medicare beneficiary only: means an eligible person who is determined eligible pursuant to this article and who is not enrolled as a member under either article 1 or 2 of this chapter. See Arizona Laws 36-2971
  • Qualifying plan: means a contractor that contracts with the state pursuant to section 38-651 to provide health and accident insurance for state employees and that provides services to members pursuant to section 36-2989, subsection A. See Arizona Laws 36-2981
  • Record date: means the date established under chapter 6 or 7 of this title on which a corporation determines the identity of its shareholders and their shareholdings for purposes of chapters 1 through 17 of this title. See Arizona Laws 10-140
  • Reductions from gross inpatient revenue: includes bad debts, contractual adjustments, uncompensated care, administrative, courtesy and policy discounts, adjustments and other similar revenue deductions. See Arizona Laws 36-2999.51
  • Rescission: The cancellation of budget authority previously provided by Congress. The Impoundment Control Act of 1974 specifies that the President may propose to Congress that funds be rescinded. If both Houses have not approved a rescission proposal (by passing legislation) within 45 days of continuous session, any funds being withheld must be made available for obligation.
  • Resident day: means a calendar day of care provided to a nursing facility resident, including the day of admission and excluding the day of discharge. See Arizona Laws 36-2999.51
  • Service area: means the geographic area in which the comprehensive care for the elderly organization has agreed to provide services under the comprehensive care for the elderly program agreement. See Arizona Laws 36-2999.01
  • 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.
  • 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
  • Shares: means the units into which the proprietary interests in a corporation are divided. See Arizona Laws 10-140
  • shelter: means a facility providing temporary residential service or facilities to family or household members who are victims of domestic violence. See Arizona Laws 36-3001
  • Shipper: means a person that ships, transports, sells or markets fruit or vegetables under the person's registered trademark or label or a person that first markets the fruit or vegetables on behalf of the producer. See Arizona Laws 3-481
  • Special health care district: means a special health care district organized pursuant to Title 48, Chapter 31. See
  • Special health care district: means a special health care district organized pursuant to Title 48, Chapter 31. See Arizona Laws 36-2931
  • Special health care district: means a special health care district organized pursuant to Title 48, Chapter 31. See Arizona Laws 36-2981
  • State plan: means a written agreement between the centers for medicare and medicaid services and the Arizona health care cost containment system administration that describes eligibility, covered services and the requirements for participation in the medicaid program except those requirements that are waived pursuant to the research and demonstration waiver pursuant to section 1115 of the social security act. See Arizona Laws 36-2931
  • Statute: A law passed by a legislature.
  • Subscriber: means a person who subscribes for shares in a corporation, whether before or after incorporation. See Arizona Laws 10-140
  • subscription: includes a mark, if a person cannot write, with the person's name written near it and witnessed by a person who writes the person's own name as witness. See Arizona Laws 1-215
  • Surrogate: means a person authorized to make health care decisions for a patient by a power of attorney, a court order or the provisions of section 36-3231. See Arizona Laws 36-3201
  • System: means the Arizona health care cost containment system established by this article. See
  • System: means the Arizona long-term care system. See Arizona Laws 36-2931
  • System: means the Arizona health care cost containment system established by article 1 of this chapter and the Arizona long-term care system established by article 2 of this chapter. See Arizona Laws 36-2971
  • Tribal facility: means a facility that is operated by an Indian tribe and that is authorized to provide services pursuant to Public Law 93-638, as amended. See Arizona Laws 36-2981
  • Trustee: A person or institution holding and administering property in trust.
  • Uniform accounting system: means a standard method of collecting, recording and safeguarding Arizona long-term care system data. See Arizona Laws 36-2931
  • Upper payment limit: means the limitation established pursuant to 42 C. See Arizona Laws 36-2999.51
  • 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