Arizona Laws 10-2139. Merger, interest exchange, conversion, domestication or division; definitions
A. A domestic nonprofit electric generation and transmission cooperative corporation may be a party to or otherwise undertake a merger, an interest exchange, a conversion, a domestication or a division by complying with chapter 34 of this title and Title 29, Chapter 6.
Terms Used In Arizona Laws 10-2139
- 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.
- Generation and transmission cooperative: means a corporation that is organized under this article or that becomes subject to this article as provided in this article. See Arizona Laws 10-2121
- Member: means , without regard to what a person is called in the articles of incorporation or bylaws, any person or persons who, pursuant to a provision of a corporation's articles of incorporation or bylaws, have the right to vote for the election of a director or directors. See Arizona Laws 10-3140
B. Except as set forth in section 10-2141, a plan must be approved by two-thirds of the members.
C. If a domestic nonprofit electric generation and transmission cooperative corporation is to be created in a merger, a conversion, domestication or a division:
1. The initial members of the corporation must consist of two or more electric utilities or persons that fulfill the requirements for being a member as prescribed by section 10-2123.
2. The name of the corporation must comply with section 10-2124.
D. For the purposes of this section:
1. "Conversion" means a transaction authorized by Title 29, Chapter 6, Article 4.
2. "Division" means a transaction authorized by Title 29, Chapter 6, Article 6.
3. "Domestication" means a transaction authorized by Title 29, Chapter 6, Article 5.
4. "Interest exchange" means a transaction authorized by Title 29, Chapter 6, Article 3.
5. "Merger" means a transaction authorized by Title 29, Chapter 6, Article 2.
6. "Plan" means a plan of merger, interest exchange, conversion, domestication or division.