Arizona Arizona Revised Statutes

§ 10-732 — Shareholder agreements

ARS § 10-732Title 10. Corporations and Associations · Ch. 7. SHAREHOLDERS · Art. 3. Voting Trusts and Agreements

Statute text

10-732. Shareholder agreements A. An agreement among the shareholders of a corporation that complies with this section is effective among the shareholders and the corporation even though it is inconsistent with one or more other provisions of chapters 1 through 17 of this title if it meets any of the following conditions: 1. Restricts the discretion or powers of the board of directors. 2. Governs the authorization or making of distributions whether or not in proportion to ownership of shares, subject to the limitations in section 10-640. 3. Establishes who shall be directors or officers of the corporation, their terms and conditions of office or employment or their manner of selection or removal. 4. Governs, in general or in regard to specific matters, the exercise or division of voting power by or between the shareholders and directors or by or among any of them, including use of weighted voting rights or director proxies. 5. Establishes the terms and conditions of any agreement for the transfer or use of property or the provision of services between the corporation and any shareholder, director, officer or employee of the corporation or among any of them. 6. Transfers to one or more shareholders or other persons all or part of the authority to exercise the corporate powers or to manage the business and affairs of the corporation, including the resolution of any issue about which there exists a deadlock among directors or shareholders. 7. Requires dissolution of the corporation at the request of one or more of the shareholders or on the occurrence of a specified event or contingency. 8. Establishes the terms and conditions of employment of shareholders. 9. Addresses the use of arbitration or other forms of dispute resolution to resolve disputes among shareholders. 10. Restricts the transfer of shares. 11. Otherwise governs the exercise of the corporate powers or the management of the business and affairs of the corporation, its liquidation and dissolution or the relationship among the shareholders, the directors and the corporation, or among any of them. B. An agreement authorized by this section shall be: 1. Set forth either:

…