Terms Used In Arizona Laws > Title 10 > Chapter 39 - Records and Reports-Nonprofit Corporations

• Abuse: means the infliction or allowing of physical injury, impairment of bodily function or disfigurement or the infliction of or allowing another person to cause serious emotional damage as evidenced by severe anxiety, depression, withdrawal or untoward aggressive behavior and which emotional damage is diagnosed by a medical doctor or psychologist and is caused by the acts or omissions of an individual who has the care, custody and control of a child. See Arizona Laws 8-201
• Address: means a mailing address. See Arizona Laws 10-140
• Adult: means a person who has attained eighteen years of age. See Arizona Laws 1-215
• Annuity: A periodic (usually annual) payment of a fixed sum of money for either the life of the recipient or for a fixed number of years. A series of payments under a contract from an insurance company, a trust company, or an individual. Annuity payments are made at regular intervals over a period of more than one full year.
• Answer: The formal written statement by a defendant responding to a civil complaint and setting forth the grounds for defense.
• Appraisal: A determination of property value.
• Appropriation: The provision of funds, through an annual appropriations act or a permanent law, for federal agencies to make payments out of the Treasury for specified purposes. The formal federal spending process consists of two sequential steps: authorization
• Articles of incorporation: means the original or restated articles of incorporation or articles of merger and all amendments to the articles of incorporation or merger and includes amended and restated articles of incorporation and articles of amendment and merger. See Arizona Laws 10-140
• Associate director: means the associate director of the division. See Arizona Laws 3-661
• Bankruptcy: Refers to statutes and judicial proceedings involving persons or businesses that cannot pay their debts and seek the assistance of the court in getting a fresh start. Under the protection of the bankruptcy court, debtors may discharge their debts, perhaps by paying a portion of each debt. Bankruptcy judges preside over these proceedings.
• Bequest: Property gifted by will.
• Blind pool offering: means an offering in which either:

  (a) The offering materials do not describe specific operational plans. See Arizona Laws 44-1801

• Board of directors: means the group of persons vested with the management of the affairs of the corporation irrespective of the name by which the group is designated and includes the governing body or bodies of a water users' association if the articles of incorporation of the water users' association provide for a governing body or bodies denominated other than as a board of directors. See Arizona Laws 10-140
• Bylaws: means the code of rules adopted for the regulation or management of the affairs of the corporation irrespective of the name by which those rules are designated. See Arizona Laws 10-140
• Certificate of disclosure: means the certificate of disclosure described in section 10-202. See Arizona Laws 10-140
• Child safety services: means a specialized child welfare program that is administered by the department as provided in this chapter and that investigates allegations of and seeks to prevent, intervene in and treat abuse and neglect, to promote the well-being of the child in a permanent home and to coordinate services to strengthen the family. See Arizona Laws 8-801
• Class: refers to a group of memberships that have the same rights with respect to voting, dissolution, redemption and transfer. See Arizona Laws 10-3140
• Commission: means the Arizona corporation commission. See Arizona Laws 10-140
• Commodity: means any agricultural, grain or livestock product or by-product, any metal or mineral including a precious metal, any gem or gemstone whether characterized as precious, semiprecious or otherwise, any fuel whether liquid, gaseous or otherwise, any foreign currency and all other goods, articles, products or items of any kind. See Arizona Laws 44-1801
• Commodity exchange act: means the act of Congress known as the commodity exchange act (7 United States Code, chapter 1). See Arizona Laws 44-1801
• Commodity futures trading commission: means the independent regulatory agency established by Congress to administer the commodity exchange act. See Arizona Laws 44-1801
• Commodity investment contract: means any account, agreement or contract for the purchase or sale, primarily for speculation or investment purposes and not for use or consumption by the offeree or purchaser, of one or more commodities, whether for immediate or subsequent delivery or whether delivery is intended by the parties, and whether characterized as a cash contract, deferred shipment or deferred delivery contract, forward contract, futures contract, installment or margin contract, leverage contract or otherwise. See Arizona Laws 44-1801
• Commodity option: means any account, agreement or contract giving a party to the account, agreement or contract the right but not the obligation to purchase or sell one or more commodities or one or more commodity investment contracts, whether characterized as an option, privilege, indemnity, bid, offer, put, call, advance guaranty, decline guaranty or otherwise. See Arizona Laws 44-1801
• Complaint: means a written statement of the essential facts constituting a public offense that is any of the following:

  (a) Made on an oath before a judge or commissioner of the superior court or an authorized juvenile hearing officer. See Arizona Laws 8-201

• container: shall include the lid, cap, top or any other removable or separable part, as well as the container itself. See Arizona Laws 3-661
• Continuance: Putting off of a hearing ot trial until a later time.
• Court: means the superior court of this state. See Arizona Laws 10-140
• CRD system: means the central registration depository system of the national association of securities dealers, incorporated. See Arizona Laws 44-1801
• Crowdfunding: means the practice of funding a project or venture by raising many small amounts of money from a large number of people. See Arizona Laws 44-1801
• Custodian: means a person, other than a parent or legal guardian, who stands in loco parentis to the child or a person to whom legal custody of the child has been given by order of the juvenile court. See Arizona Laws 8-201
• Deed: The legal instrument used to transfer title in real property from one person to another.
• Deliver: includes sending by mail, private courier, fax or electronic transmission. See Arizona Laws 10-140
• Delivery: means actual receipt by the person or entity to which directed and for electronic transmissions means receipt as described in section 44-7015, subsection B. See Arizona Laws 10-140
• Department: means the Arizona department of agriculture. See Arizona Laws 3-101
• Department: means the department of child safety. See Arizona Laws 8-201
• Dependent: A person dependent for support upon another.
• Devise: To gift property by will.
• Direct primary care agreement: means a contract between a primary care provider and an individual patient or the patient's legal representative in which the primary care provider agrees to provide primary care services to the individual patient for an agreed periodic fee and period of time. See Arizona Laws 44-1799.91
• Direct primary care patient: means a patient who enters into a direct primary care agreement with a primary care provider. See Arizona Laws 44-1799.91
• Direct primary care provider: means a primary care provider who enters into a direct primary care agreement with a patient or the patient's legal representative. See Arizona Laws 44-1799.91
• Director: means the director of the department. See Arizona Laws 8-201
• Director: means the director of the securities division of the commission. See Arizona Laws 44-1801
• Distribution: means a direct or indirect transfer of money or other property, except its own shares, or incurrence of indebtedness by a corporation to or for the benefit of its shareholders in respect of any of its shares. See Arizona Laws 10-140
• Division: means the securities division of the commission. See Arizona Laws 44-1801
• Division: means the animal services division of the Arizona department of agriculture. See Arizona Laws 3-661
• Donor: The person who makes a gift.
• Effective date of notice: is a s prescribed in section 10-141. See Arizona Laws 10-140
• Equitable: Pertaining to civil suits in "equity" rather than in "law." In English legal history, the courts of "law" could order the payment of damages and could afford no other remedy. See damages. A separate court of "equity" could order someone to do something or to cease to do something. See, e.g., injunction. In American jurisprudence, the federal courts have both legal and equitable power, but the distinction is still an important one. For example, a trial by jury is normally available in "law" cases but not in "equity" cases. ^{Source: U.S. Courts}
• Executor: A male person named in a will to carry out the decedent
• Fair market value: The price at which an asset would change hands in a transaction between a willing, informed buyer and a willing, informed seller.
• Fiduciary: A trustee, executor, or administrator.
• Filing: means the commission completing the following procedure with respect to any document delivered for that purpose:

  (a) Determining that the filing fee requirements of section 10-122 have been satisfied. See Arizona Laws 10-140

• Foreign corporation: means a corporation for profit that is incorporated under a law other than the law of this state. See Arizona Laws 10-140
• Indemnification: In general, a collateral contract or assurance under which one person agrees to secure another person against either anticipated financial losses or potential adverse legal consequences. ^{Source: FDIC}
• Individual: includes the estate of an incompetent or deceased individual. See Arizona Laws 10-140
• Interrogatories: Written questions asked by one party of an opposing party, who must answer them in writing under oath; a discovery device in a lawsuit.
• Issuer: means any person who issues or proposes to issue any security, except:

  (a) With respect to certificates of deposit, voting-trust certificates, collateral-trust certificates, certificates of interest or shares in an unincorporated investment trust, whether or not of the fixed, restricted management or unit type, issuer means the person or persons performing the acts and assuming the duties of depositor or manager pursuant to the provisions of the trust or other agreement or instrument under which such securities are issued. See Arizona Laws 44-1801

• juvenile: means an individual who is under eighteen years of age. See Arizona Laws 8-201
• Juvenile court: means the juvenile division of the superior court when exercising its jurisdiction over children in any proceeding relating to delinquency, dependency or incorrigibility. See Arizona Laws 8-201
• Known place of business: means the known place of business required to be maintained pursuant to section 10-501. See Arizona Laws 10-140
• Legal tender: coins, dollar bills, or other currency issued by a government as official money. ^{Source: U.S. Mint}
• Lien: A claim against real or personal property in satisfaction of a debt.
• Litigation: A case, controversy, or lawsuit. Participants (plaintiffs and defendants) in lawsuits are called litigants.
• 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
• Membership: refers to the rights and obligations a member or members have pursuant to a corporation's articles of incorporation and bylaws and chapters 24 through 40 of this title. See Arizona Laws 10-3140
• Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
• National Bank: A bank that is subject to the supervision of the Comptroller of the Currency. The Office of the Comptroller of the Currency is a bureau of the U.S. Treasury Department. A national bank can be recognized because it must have "national" or "national association" in its name. ^{Source: OCC}
• Newspaper: has the meaning set forth in section 39-201. See Arizona Laws 10-140
• offer for sale: means an attempt or offer to dispose of, or solicitation of an order or offer to buy, a security or interest in a security for value or any sale or offer for sale of a warrant or right to subscribe to another security of the same issuer or of another issuer. See Arizona Laws 44-1801
• Peace officers: means sheriffs of counties, constables, marshals, policemen of cities and towns, commissioned personnel of the department of public safety, personnel who are employed by the state department of corrections and the department of juvenile corrections and who have received a certificate from the Arizona peace officer standards and training board, peace officers who are appointed by a multicounty water conservation district and who have received a certificate from the Arizona peace officer standards and training board, police officers who are appointed by community college district governing boards and who have received a certificate from the Arizona peace officer standards and training board, police officers who are appointed by the Arizona board of regents and who have received a certificate from the Arizona peace officer standards and training board, police officers who are appointed by the governing body of a public airport pursuant to section 28-8426 and who have received a certificate from the Arizona peace officer standards and training board, peace officers who are appointed by a private postsecondary institution pursuant to section 15-1897 and who have received a certificate from the Arizona peace officer standards and training board and special agents from the office of the attorney general, or of a county attorney, and who have received a certificate from the Arizona peace officer standards and training board. See Arizona Laws 1-215
• Person: includes an individual and entity. See Arizona Laws 10-140
• Person: means an individual, corporation, partnership, association, joint stock company or trust, limited liability company, government or governmental subdivision or agency or any other unincorporated organization. See Arizona Laws 44-1801
• Person: means an individual, partnership, corporation, association, or any other entity of whatever kind or nature. See Arizona Laws 44-1691
• Person: includes a corporation, company, partnership, firm, association or society, as well as a natural person. See Arizona Laws 1-215
• Pet store: means a commercial establishment that engages in a for-profit business of selling at retail cats, dogs or other animals, but does not include commercial livestock operations and commercial livestock auction markets. See Arizona Laws 44-1799
• Petition: means a written statement of the essential facts that allege delinquency, incorrigibility or dependency. See Arizona Laws 8-201
• Petty offense: A federal misdemeanor punishable by six months or less in prison. ^{Source: U.S. Courts}
• Pleadings: Written statements of the parties in a civil case of their positions. In the federal courts, the principal pleadings are the complaint and the answer.
• Population: means the population according to the most recent United States decennial census. See Arizona Laws 1-215
• Precious metal: means the following in either coin, bullion or other form:

  (a) Silver. See Arizona Laws 44-1801

• President: means that officer designated as the president in the articles of incorporation or bylaws or, if not so designated, that officer authorized in the articles of incorporation, bylaws or otherwise to perform the functions of the chief executive officer, irrespective of the name by which designated. See Arizona Laws 10-140
• Prevention: means the creation of conditions, opportunities and experiences that encourage and develop healthy, self-sufficient children and that occur before the onset of problems. See Arizona Laws 8-201
• Primary care services: means routine, periodic health care procedures that are ordered and supervised by a primary care provider, including medical visits, laboratory testing, imaging, pathology testing, prescribing and administering medication, diagnosing, treating and managing acute and chronic conditions and other health care procedures provided to patients on a routine, periodic basis that may be performed or supervised by a primary care provider with training and experience in that procedure, or dental services that may be performed or supervised by a dentist who is licensed pursuant to title 32, chapter 11. See Arizona Laws 44-1799.91
• Principal office: means the office, in or out of this state, so designated in the annual report where the principal executive offices of a domestic or foreign corporation are located or in any other document executed by the corporation by an officer and delivered to the commission for filing. See Arizona Laws 10-140
• Proceeding: includes a civil suit and a criminal, administrative and investigatory action. See Arizona Laws 10-140
• Property: includes both real and personal property. See Arizona Laws 1-215
• Real property investment contract: means a contract for the sale or purchase of a promissory note secured directly or collaterally by a mortgage, deed of trust or other lien on real property, including a contract as defined in section 33-741, or any agreement, arrangement or understanding in connection with such note, lien or contract in which a person agrees, implies to do or does any of the following, whether or not the investor is aware that any of the following actions are contemplated or taken:

  (a) Guarantee the note, lien or contract against loss at any time. See Arizona Laws 44-1801

• Referral: means a report that is submitted to the juvenile court and that alleges that a child is dependent or incorrigible or that a juvenile has committed a delinquent or criminal act. See Arizona Laws 8-201
• Registered dealer: means a dealer registered under this chapter. See Arizona Laws 44-1801
• Registered salesman: means a salesman registered under this chapter. See Arizona Laws 44-1801
• Reporter: Makes a record of court proceedings and prepares a transcript, and also publishes the court's opinions or decisions (in the courts of appeals).
• Rescission: The cancellation of budget authority previously provided by Congress. The Impoundment Control Act of 1974 specifies that the President may propose to Congress that funds be rescinded. If both Houses have not approved a rescission proposal (by passing legislation) within 45 days of continuous session, any funds being withheld must be made available for obligation.
• Restitution: The court-ordered payment of money by the defendant to the victim for damages caused by the criminal action.
• Salesman: means an individual, other than a dealer, employed, appointed or authorized by a dealer to sell securities in this state. See Arizona Laws 44-1801
• SEC: means the United States securities and exchange commission. See Arizona Laws 44-1801
• Secretary: means that officer designated as the secretary in the articles of incorporation or bylaws or that officer authorized in the articles of incorporation, the bylaws or otherwise to perform the functions of secretary, irrespective of the name by which designated. See Arizona Laws 10-140
• sell: means a sale or any other disposition of a security or interest in a security for value and includes a contract to make such sale or disposition. See Arizona Laws 44-1801
• Service of process: The service of writs or summonses to the appropriate party.
• Settlement: Parties to a lawsuit resolve their difference without having a trial. Settlements often involve the payment of compensation by one party in satisfaction of the other party's claims.
• SRO: means any national securities or commodities exchange, registered association or registered clearing agency. See Arizona Laws 44-1801
• Statute: A law passed by a legislature.
• Subpoena: A command to a witness to appear and give testimony.
• Subpoena duces tecum: A command to a witness to produce documents.
• Testimony: Evidence presented orally by witnesses during trials or before grand juries.
• Trade product: means a product which has the appearance, taste, smell, texture or color of, but is not, a real product; which, taken as a whole, bears resemblance to or is in imitation of a real product, or could be mistaken for a real product. See Arizona Laws 3-661
• trustees: means individuals, designated in the articles of incorporation or bylaws or elected by the incorporators, and their successors and individuals elected or appointed by any other name or title to act as members of the board. See Arizona Laws 10-3140
• Underwriter: means a person who has acquired from an issuer with a view to, or sells for an issuer in connection with, the distribution of any securities or participates or has a direct or indirect participation in such undertaking, or participates or has a participation in the direct or indirect underwriting of such undertaking. See Arizona Laws 44-1801
• Viatical or life settlement investment contract: means an agreement for consideration for the purchase, assignment, transfer, sale, devise or bequest of any portion of the death benefit under or ownership of either an insurance policy or certificate of insurance. See Arizona Laws 44-1801
• Vice-president: means an officer designated as the vice-president in the articles of incorporation or bylaws or an officer authorized in the articles of incorporation, the bylaws or otherwise to perform the functions of a vice-president, irrespective of the name by which designated. See Arizona Laws 10-140
• Virtual coin: means a digital representation of value that can be digitally traded and that functions as a medium of exchange, unit of account and store of value. See Arizona Laws 44-1801
• worker: means a person who has been selected by and trained under the requirements prescribed by the department and who assists in carrying out the provisions of this article. See Arizona Laws 8-801
• written: includes blockchain technology as defined in section 44-7061. See Arizona Laws 10-140