Arizona Agreement of Shareholders of a Close Corporation with Management by Shareholders

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Multi-State
Control #:
US-0178BG
Format:
Word; 
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Description

A close corporation is a corporation that is exempt from a number of the formal rules usually governing corporations, because of the small number of shareholders it has. The specifics vary by state, but usually a close corporation must not be publicly traded, and must have fewer than a set number of shareholders (usually 35 or so). A close corporation can generally be run directly by the shareholders (without a formal board of directors and without a formal annual meeting).
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FAQ

§ 10-821 - Action by directors without meeting. A. Unless the articles of incorporation or bylaws provide otherwise, action required or permitted by chapters 1 through 17 of this title to be taken at a directors' meeting may be taken without a meeting if the action is taken by all of the directors.

Title 10 - Corporations and Associations.

A foreign corporation shall not transact business in this state until it is granted authority to transact business in this state as provided in this chapter from the commission.

A written agreement to submit any existing controversy to arbitration or a provision in a written contract to submit to arbitration any controversy thereafter arising between the parties is valid, enforceable and irrevocable, save upon such grounds as exist at law or in equity for the revocation of any contract.

To obtain your Arizona Certificate of Authority, you will submit an Application for Certificate of Authority, along with required certificates or certified copies from your home state. You will need to appoint a registered agent in order for your filing to be approved.

A shareholders' agreement is optional. The contents and provisions vary in different cases. The details depend on the nature of the entity, the class of shares, and many other factors. There are basic components that every shareholder's agreement contains.

If a foreign entity wants to transact business or conduct affairs in Arizona, it must register with the Arizona Corporation Commission. The entity must determine for itself if its activities constitute the transaction of business ? the A.C.C.

A shareholder agreement is an arrangement that defines the relationship between shareholders and the company. The agreement safeguards the rights and obligations of the majority and minority shareholders, and it ensures all shareholders are treated fairly.

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Arizona Agreement of Shareholders of a Close Corporation with Management by Shareholders