§ 271B.12-010 Sale of assets in regular course of business and mortgage of assets
§ 271B.12-020 Sale of assets other than in regular course of business
§ 271B.12-030 Conversion of corporation to limited liability company
§ 271B.12-200 Definitions for KRS 271B.12-210 to 271B.12-230
§ 271B.12-210 Minimum share vote requirements for approval of business combinations — Limitations on business corporation
§ 271B.12-220 Exemptions from minimum share vote requirements
§ 271B.12-230 KRS 271B.12-200 to 271B.12-220 prevail over other provisions of KRS Chapter 271B — Severability of provisions

Terms Used In Kentucky Statutes > Chapter 271B > Subtitle 12 - Sale of Assets; Business Combinations

  • Action: includes all proceedings in any court of this state. See Kentucky Statutes 446.010
  • 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.
  • Articles of incorporation: include amended and restated articles of incorporation and articles of merger. See Kentucky Statutes 271B.1-400
  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Attachment: A procedure by which a person's property is seized to pay judgments levied by the court.
  • Attorney: means attorney-at-law. See Kentucky Statutes 446.010
  • branch budget: means an enactment by the General Assembly which provides appropriations and establishes fiscal policies and conditions for the biennial financial plan for the judicial branch, the legislative branch, and the executive branch, which shall include a separate budget bill for the Transportation Cabinet. See Kentucky Statutes 446.010
  • Company: may extend and be applied to any corporation, company, person, partnership, joint stock company, or association. See Kentucky Statutes 446.010
  • Contract: A legal written agreement that becomes binding when signed.
  • 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.
  • Corporation: may extend and be applied to any corporation, company, partnership, joint stock company, or association. See Kentucky Statutes 446.010
  • Directors: when applied to corporations, includes managers or trustees. See Kentucky Statutes 446.010
  • 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 Kentucky Statutes 271B.1-400
  • Domestic: when applied to a corporation, partnership, business trust, or limited liability company, means all those incorporated or formed by authority of this state. See Kentucky Statutes 446.010
  • Employee: includes an officer but not a director. See Kentucky Statutes 271B.1-400
  • Entity: includes a domestic or foreign corporation. See Kentucky Statutes 271B.1-400
  • 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.
  • Federal: refers to the United States. See Kentucky Statutes 446.010
  • Fiduciary: A trustee, executor, or administrator.
  • Fraud: Intentional deception resulting in injury to another.
  • 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
  • Month: means calendar month. See Kentucky Statutes 446.010
  • Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
  • Oversight: Committee review of the activities of a Federal agency or program.
  • Owner: when applied to any animal, means any person having a property interest in such animal. See Kentucky Statutes 446.010
  • Person: includes individual and entity. See Kentucky Statutes 271B.1-400
  • Quorum: The number of legislators that must be present to do business.
  • real estate: includes lands, tenements, and hereditaments and all rights thereto and interest therein, other than a chattel interest. See Kentucky Statutes 446.010
  • Remainder: An interest in property that takes effect in the future at a specified time or after the occurrence of some event, such as the death of a life tenant.
  • Secretary: means the corporate officer to whom the board of directors has delegated responsibility under KRS §. See Kentucky Statutes 271B.1-400
  • Share: means the unit into which the proprietary interests in a corporation are divided. See Kentucky Statutes 271B.1-400
  • 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 Kentucky Statutes 271B.1-400
  • State: when applied to a part of the United States, includes territories, outlying possessions, and the District of Columbia. See Kentucky Statutes 446.010
  • Statute: A law passed by a legislature.
  • Treatment: when used in a criminal justice context, means targeted interventions
    that focus on criminal risk factors in order to reduce the likelihood of criminal behavior. See Kentucky Statutes 446.010
  • Trustee: A person or institution holding and administering property in trust.
  • United States: includes district, authority, bureau, commission, department, and any other agency of the United States. See Kentucky Statutes 271B.1-400
  • Venue: The geographical location in which a case is tried.
  • Voting group: means all shares of one (1) or more classes or series that under the articles of incorporation or this chapter are entitled to vote and be counted together collectively on a matter at a meeting of shareholders. See Kentucky Statutes 271B.1-400
  • Year: means calendar year. See Kentucky Statutes 446.010