Chapter

Alaska Corporations Code

AS 10.06.005— Purposes
AS 10.06.010— General powers
AS 10.06.015— Defense of ultra vires
AS 10.06.020— Limitations on powers of shareholders, officers, and directors
AS 10.06.025— Contracts or conveyances binding domestic and foreign corporations
AS 10.06.105— Corporate name
AS 10.06.110— Reservation of corporate name
AS 10.06.115— Application for and duration of reservation of name
AS 10.06.120— Transfer of reserved name
AS 10.06.125— Registration of corporate name
AS 10.06.130— Exclusive right to use name; remedies
AS 10.06.135— Procedure for registration of corporate name
AS 10.06.140— Fee for and duration of registered name
AS 10.06.145— Renewal of registered name
AS 10.06.150— Registered office and registered agent
AS 10.06.155— Registration of agent by nonresident with controlling interest. [Repealed, § 59 ch 82 SLA 1989.]
AS 10.06.160— Filing list of registered corporations with superior court; updating and publishing. [Repealed, § 35 ch 126 SLA 1994.]
AS 10.06.165— Change of registered office or agent by corporation
AS 10.06.170— Change by agent or resignation of agent
AS 10.06.175— Service on corporation
AS 10.06.205— Incorporators
AS 10.06.208— Articles of incorporation
AS 10.06.210— Articles of incorporation; optional provisions
AS 10.06.213— Delivery of articles of incorporation
AS 10.06.215— Disclosure of corporate activities
AS 10.06.218— Effect of issuance of certificate of incorporation
AS 10.06.220— Liability for acting as nonexistent corporation
AS 10.06.223— Organizational meeting
AS 10.06.225— Power of incorporators before directors' election
AS 10.06.228— Bylaws: adoption, amendment or repeal
AS 10.06.230— Bylaws: number of directors and other content
AS 10.06.233— Location and inspection of bylaws
AS 10.06.305— Issuance of and requirements for shares
AS 10.06.308— Issuance of preferred or special classes of shares
AS 10.06.310— Issuance of shares in series
AS 10.06.313— Variation in rights and preferences of shares
AS 10.06.315— Series rights and preferences established by board
AS 10.06.318— Manner of establishing series
AS 10.06.320— Filing of statement before issuance of class or series
AS 10.06.323— Effect of filing statement
AS 10.06.325— Redemption of shares; creation of sinking fund; repurchase agreements
AS 10.06.328— Irrevocability of subscriptions for shares
AS 10.06.330— Payment of subscription for shares
AS 10.06.333— Remedies for default in payment
AS 10.06.335— Consideration for shares
AS 10.06.338— Payment for shares
AS 10.06.340— Judgment of board or shareholders as to value of consideration
AS 10.06.343— Share rights and options
AS 10.06.345— Expenses of organization, reorganization, and financing
AS 10.06.348— Certificates representing shares
AS 10.06.349— Shares without certificates
AS 10.06.350— Information required to be stated on certificate
AS 10.06.353— Full payment required for share
AS 10.06.355— Issuance of fractional shares or scrip
AS 10.06.356— Shares held by nominees
AS 10.06.358— Distributions; conditions; financial statements and determinations
AS 10.06.360— Prohibited distribution; inability to meet maturing liabilities
AS 10.06.363— Prohibited distribution on junior shares; liquidation preference
AS 10.06.365— Prohibited distribution on junior shares; relationship to retained earnings
AS 10.06.368— Exception for purchase or redemption of shares of deceased shareholder
AS 10.06.370— Inapplicability to regulated investment company
AS 10.06.373— Share dividends: restrictions
AS 10.06.375— Additional restrictions in articles, bylaws, indentures, or agreements
AS 10.06.378— Liability of shareholders receiving prohibited distributions; suit against shareholders
AS 10.06.380— Identification of distribution in notice to shareholders
AS 10.06.383— Inapplicability to winding up and involuntary or voluntary dissolution
AS 10.06.385— Redemption of shares at the option of corporation; manner
AS 10.06.388— Acquisition of corporation's own shares; reissuance or retirement
AS 10.06.390— Capitalization of retained earnings
AS 10.06.405— Meetings of shareholders
AS 10.06.408— Closing of transfer books and fixing record date
AS 10.06.410— Notice of shareholders' meetings
AS 10.06.411— Delivery of information and items to shareholders
AS 10.06.413— Voting list; liability
AS 10.06.415— Quorum of shareholders
AS 10.06.418— Proxies
AS 10.06.420— Voting of shares
AS 10.06.421— Corporation's acceptance of certain documents
AS 10.06.423— Actions taken without meeting: written consent; revocation of consent
AS 10.06.424— Shareholder agreements
AS 10.06.425— Voting trusts and agreements among shareholders
AS 10.06.428— Shareholders' preemptive rights
AS 10.06.430— Books and records
AS 10.06.433— Annual report to shareholders; content; financial statement on request
AS 10.06.435— Shareholders' derivative action
AS 10.06.438— Liability of shareholders, subscribers, and others arising out of shares
AS 10.06.450— Board of directors; duty of care; right of inspection; dissent
AS 10.06.453— Number, election, and tenure of directors; initial directors
AS 10.06.455— Classification of directors
AS 10.06.458— Declaration of board vacancy where director of unsound mind
AS 10.06.460— Removal of director without cause
AS 10.06.463— Removal of director by superior court
AS 10.06.465— Vacancies and resignation; special meeting of shareholders
AS 10.06.468— Executive and other board committees
AS 10.06.470— Meetings: call, place, notice, and waiver
AS 10.06.473— Quorum of directors
AS 10.06.475— Alternative meeting arrangements; informal action by directors
AS 10.06.478— Director conflicts of interest
AS 10.06.480— Liability of directors and contributions from shareholders and other directors
AS 10.06.483— Officers; tenure, resignation, authority, and duties
AS 10.06.485— Loans to directors, officers, and employees
AS 10.06.490— Indemnification of officers, directors, employees, and agents; insurance
AS 10.06.502— Permitted and prohibited amendments
AS 10.06.504— Procedure to amend articles of incorporation; application to certain elections
AS 10.06.506— Class voting on amendments
AS 10.06.508— Greater voting requirements
AS 10.06.510— Execution and content of articles of amendment
AS 10.06.512— Filing of articles of amendment
AS 10.06.514— Effective date and effect of amendment
AS 10.06.516— Restated articles of incorporation
AS 10.06.518— Filing of restated articles of incorporation
AS 10.06.520— Effect of issuance of restated certificate of incorporation
AS 10.06.522— Amendment of articles of incorporation in reorganization proceedings
AS 10.06.524— Filing of amendment of articles in reorganization proceedings
AS 10.06.526— Effective date and effect of amendment of articles in reorganization proceedings
AS 10.06.530— Merger
AS 10.06.532— Procedure for merger
AS 10.06.534— Consolidation
AS 10.06.536— Procedure for consolidation
AS 10.06.538— Share exchange
AS 10.06.540— Procedure for share exchange
AS 10.06.542— Disparate treatment of shares of the same class or series prohibited; exceptions
AS 10.06.544— Notice to and approval by shareholders
AS 10.06.546— Manner of approval by shareholders
AS 10.06.548— Abandonment of plan of merger, consolidation, or exchange
AS 10.06.550— Execution and contents of articles of merger, consolidation, or exchange
AS 10.06.552— Filing of articles of merger, consolidation, or exchange
AS 10.06.554— Merger of subsidiary corporation
AS 10.06.556— Procedure for merger of subsidiary corporation
AS 10.06.558— Filing of articles of merger of subsidiary corporation
AS 10.06.560— Effective date and effect of merger, consolidation, or exchange
AS 10.06.562— Merger, consolidation, or exchange of shares between domestic and foreign corporation
AS 10.06.564— Disclosure of alien affiliates
AS 10.06.566— Disposition of assets in regular course of business; mortgage or pledge of assets
AS 10.06.568— Disposition of assets not in regular course of business
AS 10.06.570— Approval of transaction by shareholders
AS 10.06.572— Abandonment of transaction by board
AS 10.06.574— Right of shareholders to dissent
AS 10.06.576— Procedures relating to the exercise of a shareholder's right to dissent; completion of corporate action; notice of election; treatment of shares
AS 10.06.578— Offer and payment to dissenting shareholders; circumstances where prohibited
AS 10.06.580— Action to determine value of shares
AS 10.06.582— Status of shares acquired from dissenting shareholders
AS 10.06.590— Conversion to limited liability company. [Repealed, § 29 ch 60 SLA 2013.]
AS 10.06.595— Application of provisions
AS 10.06.600— Definitions
AS 10.06.605— Voluntary dissolution by vote or written consent of shares, or by approval of the board
AS 10.06.608— Certificate of election: contents, signing, and filing
AS 10.06.610— Revocation of election; contents, signing, and filing of certificate
AS 10.06.613— Effective date of revocation and effect of revocation
AS 10.06.615— Commencement and conduct of voluntary proceedings for winding up; cessation of business; notice
AS 10.06.618— Judicial supervision of voluntary winding up; petition and notice; orders protecting shareholders and creditors
AS 10.06.620— Articles of dissolution: contents
AS 10.06.623— Filing of articles of dissolution
AS 10.06.625— Effect of certificate of dissolution
AS 10.06.628— Involuntary dissolution by verified complaint; filing; intervention by shareholder or creditor
AS 10.06.630— Avoiding dissolution by verified complaint; purchase of plaintiff's shares; determination of fair value; stay; appraisal; award; appeal
AS 10.06.633— Involuntary dissolution by the commissioner: grounds, procedure, reinstatement
AS 10.06.635— Commissioner's authority to bring action for involuntary dissolution; grounds; relief
AS 10.06.638— Commencement of commissioner's action; notice; default
AS 10.06.640— Appointment of provisional director upon deadlock
AS 10.06.643— Appointment of receiver: application, hearing and notice, security, qualifications, powers, compensation
AS 10.06.645— Decree for winding up and dissolution; further judicial relief
AS 10.06.648— Commencement and conduct of involuntary proceedings for winding up; cessation of business; notice
AS 10.06.650— Jurisdiction of court
AS 10.06.653— Claims against corporation; court and non-court directed winding up; presentation; notice; payment; secured claims; rejected claims
AS 10.06.655— Order declaring corporation wound up and dissolved; declarations; effect; additional orders; discharge of directors and other persons
AS 10.06.658— Filing of decree of dissolution
AS 10.06.660— Powers and duties of directors and others in dissolution proceedings
AS 10.06.663— Proceeding to determine identity of directors or to appoint directors
AS 10.06.665— Distribution of corporate assets among shareholders or other persons; when to be made
AS 10.06.668— Provision for payment of debt or liability
AS 10.06.670— Distribution in money, property, or securities; installments
AS 10.06.673— Plan of distribution; adoption; binding effect; notice; payment to dissenting shareholders; abandonment
AS 10.06.675— Recovery of amounts improperly distributed
AS 10.06.678— Continued existence of dissolved corporations; purposes; abatement or commencement of actions; distribution of omitted assets
AS 10.06.705— Authorization of foreign corporation
AS 10.06.710— Liability for transacting business without certificate of authority
AS 10.06.713— Certificate of authority as prerequisite for court proceedings
AS 10.06.715— Transacting business without certificate of authority not affecting contracts and right to defend action
AS 10.06.718— Activities not constituting transacting business in this state
AS 10.06.720— Corporate name of foreign corporation
AS 10.06.723— Assumed corporate name
AS 10.06.725— Change of name by foreign corporation
AS 10.06.728— Application for certificate of authority
AS 10.06.730— Contents of application
AS 10.06.733— Forms for, and execution and filing of application for certificate of authority
AS 10.06.735— Effect of certificate of authority
AS 10.06.738— Amended certificate of authority
AS 10.06.740— Status of foreign corporation
AS 10.06.743— Revocation of certificate of authority
AS 10.06.745— Limitations on revocation of certificate of authority
AS 10.06.748— Issuance of certificate of revocation
AS 10.06.750— Effect of certificate of revocation
AS 10.06.753— Registered office and registered agent of foreign corporation
AS 10.06.758— Change of registered office or registered agent of foreign corporation
AS 10.06.760— Filing of statement of change
AS 10.06.763— Service on foreign corporation
AS 10.06.765— Service on commissioner
AS 10.06.768— Records kept by commissioner
AS 10.06.770— Procedure not exclusive
AS 10.06.775— Organic change of foreign corporation
AS 10.06.778— Withdrawal of foreign corporation
AS 10.06.780— Contents of application for withdrawal
AS 10.06.783— Form and execution of application for withdrawal
AS 10.06.785— Filing of application for withdrawal
AS 10.06.788— Effect of certificate of withdrawal
AS 10.06.805— Biennial report of domestic and foreign corporations
AS 10.06.808— Contents of biennial report
AS 10.06.811— Filing of biennial report
AS 10.06.813— Filing notice of change of officers, directors, five percent shareholders, and alien affiliates
AS 10.06.815— Penalty for failure to file biennial report
AS 10.06.818— Interrogatories by commissioner; judicial review
AS 10.06.820— Confidentiality of information disclosed by interrogatories
AS 10.06.823— Failure or refusal to answer interrogatories; filing of related documents
AS 10.06.825— Penalty imposed upon officers and directors
AS 10.06.828— Fees for filing articles and certain applications
AS 10.06.830— Fees for filing certain documents related to agents
AS 10.06.833— Payments and filing for withdrawal of foreign corporation
AS 10.06.835— Fees on dissolution of domestic corporation
AS 10.06.838— Payments and filing required for certificate of dissolution of foreign corporation
AS 10.06.840— Fees for certified copies of documents
AS 10.06.843— Other filing fees
AS 10.06.845— Biennial corporation tax; penalty for nonpayment
AS 10.06.848— Failure to pay tax or make report as precluding suit by corporation
AS 10.06.850— Suits to compel tax payment; exemption from corporation tax
AS 10.06.853— Failure to pay tax as evidence of inability to meet maturing debts and liabilities
AS 10.06.855— Payments to be made in advance
AS 10.06.858— Accounting for and deposit of taxes and fees paid
AS 10.06.863— Appeal from revocation of certificate of authority
AS 10.06.865— Cancellation of certificates issued and filings accepted
AS 10.06.868— Forms to be furnished by the commissioner
AS 10.06.870— Identification codes
AS 10.06.905— Voting of shares; quorum; status of disqualified shares
AS 10.06.910— Processing of writings delivered to the commissioner
AS 10.06.915— Disapproval of writing by commissioner; appeal
AS 10.06.920— Correction of filed writings
AS 10.06.925— Writings and absence of filings as evidence
AS 10.06.930— Corporate seal as evidence
AS 10.06.935— Waiver of notice
AS 10.06.950— Powers of commissioner
AS 10.06.953— Regulations
AS 10.06.955— Application to existing corporations
AS 10.06.958— Provisions construed as restatements and continuations
AS 10.06.960— Corporations organized under Alaska Native Claims Settlement Act
AS 10.06.961— Distributions by Native corporations to minors in the custody of a state
AS 10.06.963— Severability
AS 10.06.965— Reservation of power
AS 10.06.968— Signature
AS 10.06.970— Rules of construction and interpretation
AS 10.06.990— Definitions
AS 10.06.995— Short title