A. A domestic or foreign entity that is required to give notice to, or obtain the approval of, a governmental agency or officer in order to be a party to a merger must give the notice or obtain the approval in order to be a party to an interest exchange, conversion, domestication or division, unless the law pertaining to the notice or approval provides otherwise.

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Terms Used In Arizona Laws 29-2104

  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Conversion: means a transaction authorized by article 4 of this chapter. See Arizona Laws 29-2102
  • Division: means a transaction authorized by article 6 of this chapter. See Arizona Laws 29-2102
  • Domestication: means a transaction authorized by article 5 of this chapter. See Arizona Laws 29-2102
  • Entity: means any of the following:

    (a) A corporation. See Arizona Laws 29-2102

  • Foreign entity: means an entity other than a domestic entity. See Arizona Laws 29-2102
  • Interest: means a governance interest or a transferable interest, including a share or membership in a corporation. See Arizona Laws 29-2102
  • Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
  • Merger: means a transaction authorized by article 2 of this chapter. See Arizona Laws 29-2102
  • Property: includes both real and personal property. See Arizona Laws 1-215

B. Property held for a charitable purpose under the laws of this state by a domestic or foreign entity immediately before a transaction effected under this chapter becomes effective may not, as a result of the transaction, be diverted from the objects for which it was donated, granted or devised unless, to the extent required by or pursuant to the laws of this state concerning cy pres or other laws dealing with nondiversion of charitable assets, the entity obtains an appropriate order of a court of competent jurisdiction specifying the disposition of the property.