Section 1801 – Title.
Effective 5/9/2017 16-10a-1801. Title. This part is known as “Business Combinations.” Enacted by Chapter 439, 2017 General Session
Section 1802 – Definitions.
Effective 5/9/2017 16-10a-1802. Definitions. As used in this part: (1) “Affiliate” means the same as that term is defined in Section 16-10a-102. (2) “Announcement date,” when used in reference to a business combination, means the date of the first public announcement of the final, definitive proposal for the business combination. (3) “Associate,” when used to […]
Section 1803 – Business combinations.
Effective 5/9/2017 16-10a-1803. Business combinations. (1) Notwithstanding anything to the contrary in this chapter, except Section 16-10a-1804, a domestic corporation may not engage in a business combination with an interested shareholder of the corporation for a period of five years following the interested shareholder’s stock acquisition date unless the business combination or the purchase of […]
Section 1804 – Scope of part.
Effective 5/9/2017 16-10a-1804. Scope of part. This part does not apply to: (1) a business combination of a domestic corporation that does not have a class of voting stock registered with the Securities and Exchange Commission pursuant to Exchange Act, Sec. 12, 15 U.S.C. Sec. 78l, unless the articles of incorporation provide otherwise; (2) a […]
Section 1901 – Definition.
Effective 5/14/2019 16-10a-1901. Definition. As used in this part: (1) “Oppressive conduct” means a continuing course of conduct, a significant action, or a series of actions that substantially interferes with the interests of a shareholder as a shareholder. (2) “Oppressive conduct” may include: (a) termination of a shareholder’s employment; or (b) limitations on a shareholder’s […]
Section 1902 – Shareholder cause of action — Relief.
Effective 5/14/2019 16-10a-1902. Shareholder cause of action — Relief. (1) A shareholder of a closely held corporation who is injured by oppressive conduct may bring a private cause of action against the closely held corporation. (2) (a) If a court finds that oppressive conduct toward the shareholder occurred, the court shall order one or more […]
Section 1703 – Publication.
16-10a-1703. Publication. (1) The division shall annually publish copies of this chapter, together with applicable annotations and commentary, for sale and distribution to the public. (2) The division may charge a reasonable amount for copies of the chapter sold or distributed. (3) The proceeds from all sales and distributions shall be deposited into the Commerce […]
Section 1602 – Inspection of records by shareholders and directors.
16-10a-1602. Inspection of records by shareholders and directors. (1) A shareholder or director of a corporation is entitled to inspect and copy, during regular business hours at the corporation’s principal office, any of the records of the corporation described in Subsection 16-10a-1601(5) if he gives the corporation written notice of the demand at least five […]
Section 1604 – Court-ordered inspection.
16-10a-1604. Court-ordered inspection. (1) If a corporation does not allow a shareholder or director, or the shareholder’s or director’s agent or attorney, who complies with Subsection 16-10a-1602(1) to inspect or copy any records required by that subsection to be available for inspection, the district court of the county in this state in which the corporation’s […]
Section 1605 – Financial statements.
16-10a-1605. Financial statements. Upon the written request of any shareholder, a corporation shall mail to him its most recent annual or quarterly financial statements showing in reasonable detail its assets and liabilities and the results of its operations. Enacted by Chapter 277, 1992 General Session