Arizona Arizona Revised Statutes

§ 10-2743 — Business combinations; exemptions

ARS § 10-2743Title 10. Corporations and Associations · Ch. 23. CORPORATE TAKEOVERS · Art. 3. Business Combinations

Statute text

10-2743. Business combinations; exemptions A. This article does not apply to any business combination of an issuing public corporation if any of the following applies: 1. The articles of incorporation or bylaws of the issuing public corporation contain a provision adopted before it became an issuing public corporation and not subsequently amended expressly electing not to be subject to this article. 2. An amendment to the articles of incorporation or bylaws of the issuing public corporation is approved by the shareholders holding a majority of the outstanding voting power of all shares, excluding shares beneficially owned by interested shareholders and their affiliates and associates, expressly electing not to be subject to this article and such amendment provides that it does not apply to any business combination of the issuing public corporation with an interested shareholder whose share acquisition date is on or before the effective date of the amendment to the articles of incorporation or bylaws. 3. The business combination was consummated before, or a binding agreement for the business combination was entered into before, July 23, 1987. 4. The business combination of the issuing public corporation is with an interested shareholder whose share acquisition date is on or before July 22, 1987, if the business combination is approved by a simple majority vote of a committee of the board of directors of the issuing public corporation which is formed in accordance with section 10-2741, subsection D. 5. The business combination of the issuing public corporation is with an interested shareholder of the issuing public corporation who became an interested shareholder inadvertently, if the interested shareholder both:

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