Terms Used In Arizona Laws > Title 10 > Chapter 8 > Article 1 - Board of Directors

• Action: includes any matter or proceeding in a court, civil or criminal. See Arizona Laws 1-215
• Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
• Appeal: A request made after a trial, asking another court (usually the court of appeals) to decide whether the trial was conducted properly. To make such a request is "to appeal" or "to take an appeal." One who appeals is called the appellant.
• Appellate: About appeals; an appellate court has the power to review the judgement of another lower court or tribunal.
• 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
• 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
• Business: includes any enterprise, organization, trade, occupation or profession, whether or not operated as a legal entity or for profit, including any business trust, corporation, partnership, joint venture or sole proprietorship. See Arizona Laws 38-541
• 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
• Caucus: From the Algonquian Indian language, a caucus meant "to meet together." An informal organization of members of the legislature that exists to discuss issues of mutual concern and possibly to perform legislative research and policy planning for its members. There are regional, political or ideological, ethnic, and economic-based caucuses.
• 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 any office, board or commission of the state, or any political subdivision thereof, the salary or compensation of the incumbent or members of which is paid from a fund raised by taxation or by public revenue. See Arizona Laws 38-101
• Compensation: means money, a tangible thing of value or a financial benefit. See Arizona Laws 38-502
• Complaint: A written statement by the plaintiff stating the wrongs allegedly committed by the defendant.
• Conference committee: A temporary, ad hoc panel composed of conferees from both chamber of a legislature which is formed for the purpose of reconciling differences in legislation that has passed both chambers. Conference committees are usually convened to resolve bicameral differences on major and controversial legislation.
• Contract: A legal written agreement that becomes binding when signed.
• 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.
• Court: means the superior court of this state. See Arizona Laws 10-140
• Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
• Defendant: In a civil suit, the person complained against; in a criminal case, the person accused of the crime.
• Dependent: A person dependent for support upon another.
• Discovery: Lawyers' examination, before trial, of facts and documents in possession of the opponents to help the lawyers prepare for trial.
• Dismissal: The dropping of a case by the judge without further consideration or hearing. ^Source:
• Employee: means all persons who are not public officers and who are employed on a full-time, part-time or contract basis by an incorporated city or town, a political subdivision or the state or any of its departments, commissions, agencies, bodies or boards for remuneration. See Arizona Laws 38-502
• Employee: means an officer or employee of this state or any of its departments, commissions, agencies or boards. See Arizona Laws 38-531
• 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}
• Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
• Ex officio: Literally, by virtue of one's office.
• Executive session: means a gathering of a quorum of members of a public body from which the public is excluded for one or more of the reasons prescribed in Section 38-431. See Arizona Laws 38-431
• Executive session: A portion of the Senate's daily session in which it considers executive business.
• Former employee: means an employee who was dismissed. See Arizona Laws 38-531
• including: means not limited to and is not a term of exclusion. See Arizona Laws 1-215
• 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.
• Known place of business: means the known place of business required to be maintained pursuant to section 10-501. See Arizona Laws 10-140
• Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). ^{Source: OCC}
• Legal action: means a collective decision, commitment or promise made by a public body pursuant to the constitution, the public body's charter, bylaws or specified scope of appointment and the laws of this state. See Arizona Laws 38-431
• Legislative session: That part of a chamber's daily session in which it considers legislative business (bills, resolutions, and actions related thereto).
• Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
• Litigation: A case, controversy, or lawsuit. Participants (plaintiffs and defendants) in lawsuits are called litigants.
• Local public officer: means a person holding an elective office of an incorporated city or town, a county or a groundwater replenishment district established under Title 48, Chapter 27. See Arizona Laws 38-541
• Make known: means the filing of a paper which is signed by a public officer or employee and which fully discloses a substantial interest or the filing of a copy of the official minutes of a public agency which fully discloses a substantial interest. See Arizona Laws 38-502
• Minor: means a person under eighteen years of age. See Arizona Laws 1-215
• Month: means a calendar month unless otherwise expressed. See Arizona Laws 1-215
• negligently: import a want of such attention to the nature or probable consequence of the act or omission as a prudent man ordinarily bestows in acting in his own concerns. See Arizona Laws 1-215
• Oath: A promise to tell the truth.
• Oath: includes an affirmation or declaration. See Arizona Laws 1-215
• Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
• Official records: means the minutes or papers, records and documents maintained by a public agency for the specific purpose of receiving disclosures of substantial interests required to be made known by this article. See Arizona Laws 38-502
• Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
• Person: includes a corporation, company, partnership, firm, association or society, as well as a natural person. See Arizona Laws 1-215
• Personnel action: means :

  (a) Appointment. See Arizona Laws 38-531

• Plaintiff: The person who files the complaint in a civil lawsuit.
• Political subdivision: means all political subdivisions of the state and county, including all school districts. See Arizona Laws 38-502
• Political subdivision: means all political subdivisions of this state, including without limitation all counties, cities and towns, school districts and special districts. See Arizona Laws 38-431
• Population: means the population according to the most recent United States decennial census. See Arizona Laws 1-215
• Presiding officer: A majority-party Senator who presides over the Senate and is charged with maintaining order and decorum, recognizing Members to speak, and interpreting the Senate's rules, practices and precedents.
• Proceeding: includes a civil suit and a criminal, administrative and investigatory action. See Arizona Laws 10-140
• Public agency: means :

  (a) All courts. See Arizona Laws 38-502

• Public body: means the legislature, all boards and commissions of this state or political subdivisions, all multimember governing bodies of departments, agencies, institutions and instrumentalities of this state or political subdivisions, including without limitation all corporations and other instrumentalities whose boards of directors are appointed or elected by this state or a political subdivision. See Arizona Laws 38-431
• Public body: means the attorney general, the legislature, the governor, a federal, state or local law enforcement agency, the county attorney, the governing board of a community college district or school district, the board of supervisors of a county or an agency director. See Arizona Laws 38-531
• Public competitive bidding: means the method of purchasing prescribed by title 41, chapter 23, or procedures substantially equivalent to such method of purchasing, or as provided by local charter or ordinance. See Arizona Laws 38-502
• Public officer: means a member of the legislature and any judge of the court of appeals or the superior court, or a person holding an elective office the constituency of which embraces the entire geographical limits of this state. See Arizona Laws 38-541
• public officer: means the incumbent of any office, member of any board or commission, or his deputy or assistant exercising the powers and duties of the officer, other than clerks or mere employees of the officer. See Arizona Laws 38-101
• Public officer: means all elected and appointed officers of a public agency established by charter, ordinance, resolution, state constitution or statute. See Arizona Laws 38-502
• Public service orientation programs: means educational training about laws relating to the proper conduct of public business, including laws relating to bribery, conflicts of interest, contracting with the government, disclosure of confidential information, discrimination, nepotism, financial disclosure, gifts and extra compensation, incompatible employment, misuse of public resources for personal gain, political activity by public employees, public access to records, open meeting laws and conduct after leaving one's position with the government. See Arizona Laws 38-591
• Quorum: The number of legislators that must be present to do business.
• Real property: Land, and all immovable fixtures erected on, growing on, or affixed to the land.
• Relative: means the spouse, child, child's child, parent, grandparent, brother or sister of the whole or half blood and their spouses and the parent, brother, sister or child of a spouse. See Arizona Laws 38-502
• Remote interest: means :

  (a) That of a nonsalaried officer of a nonprofit corporation. See Arizona Laws 38-502

• Reprisal: means to take a personnel action the result of which is adverse to an employee. See Arizona Laws 38-531
• 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.
• Shareholder: means the person in whose name shares are registered in the records of a corporation or the beneficial owner of shares to the extent of the rights granted by a nominee certificate on file with a corporation. See Arizona Laws 10-140
• Shares: means the units into which the proprietary interests in a corporation are divided. See Arizona Laws 10-140
• Statute: A law passed by a legislature.
• subcommittee: means any entity, however designated, that is officially established, on motion and order of a public body or by the presiding officer of the public body, and whose members have been appointed for the specific purpose of making a recommendation concerning a decision to be made or considered or a course of conduct to be taken or considered by the public body. See Arizona Laws 38-431
• Substantial interest: means any nonspeculative pecuniary or proprietary interest, either direct or indirect, other than a remote interest. See Arizona Laws 38-502
• Testimony: Evidence presented orally by witnesses during trials or before grand juries.
• Travel-related expenses: means any costs associated with transportation, food, lodging and registration fees and other expenses directly related to travel to or from a meeting, conference or other event where the public officer is participating in the public officer's official capacity. See Arizona Laws 38-541
• Trial: A hearing that takes place when the defendant pleads "not guilty" and witnesses are required to come to court to give evidence.
• United States: includes the District of Columbia and the territories. See Arizona Laws 1-215
• Venue: The geographical location in which a case is tried.
• Vote: includes authorization by written ballot and written consent. See Arizona Laws 10-3140
• Voting group: means all shares of one or more classes or series that under the articles of incorporation or chapters 1 through 17 of this title are entitled to vote and be counted together collectively on a matter at a meeting of shareholders. See Arizona Laws 10-140
• Writing: includes printing. See Arizona Laws 1-215
• written: includes blockchain technology as defined in section 44-7061. See Arizona Laws 10-140