Arizona Arizona Revised Statutes

§ 10-2742 — Requirements after three years

ARS § 10-2742Title 10. Corporations and Associations · Ch. 23. CORPORATE TAKEOVERS · Art. 3. Business Combinations

Statute text

10-2742. Requirements after three years Except for the provisions of sections 10-2741 and 10-2743, an issuing public corporation may not engage at any time in any business combination or vote, consent or otherwise act to authorize a subsidiary of the issuing public corporation to engage in any business combination with respect to, proposed by or on behalf of or pursuant to any agreement, arrangement or understanding, whether or not in writing, with an interested shareholder of the issuing public corporation or any affiliate or associate of the interested shareholder other than a business combination meeting all the requirements of this chapter, any other applicable section of this title, the articles of incorporation of the issuing public corporation and the requirements specified in any of the following: 1. A business combination, with respect to which the consummation date is no earlier than three years after the interested shareholder's share acquisition date, approved by the board of directors of the issuing public corporation before the interested shareholder's share acquisition date, or as to which the acquisition of shares made by the interested shareholder on the interested shareholder's share acquisition date had been approved by the board of directors of the issuing public corporation before the interested shareholder's share acquisition date. 2. A business combination approved by the affirmative vote of the shareholders holding a majority of the voting power of all shares, excluding shares beneficially owned by the interested shareholder proposing the business combination or any affiliate or associate of the interested shareholder proposing the business combination, at a meeting called for that purpose no earlier than three years after the interested shareholder's share acquisition date. 3. A business combination, with respect to which the consummation date is no earlier than three years after the interested shareholder's share acquisition date, that meets all of the following conditions:

…