Arizona § 10-1402 - Dissolution by board of directors and shareholders
Full text of Arizona Arizona Revised Statutes § 10-1402 — Dissolution by board of directors and shareholders, with citation guidance and answers to common questions.
§ 10-1402. Dissolution by board of directors and shareholders
A. A corporation's board of directors may propose dissolution for submission to the shareholders.
B. For a proposal to dissolve to be adopted both:
1. The board of directors shall recommend dissolution to the shareholders, unless the board of directors determines that because of conflict of interest or other special circumstances it should make no recommendation and communicates the basis for its determination to the shareholders.
2. The shareholders entitled to vote shall approve the proposal to dissolve as provided in subsection E of this section.
C. The board of directors may condition its submission of the proposal for dissolution on any basis.
D. The corporation shall notify each shareholder, whether or not entitled to vote, of the proposed shareholders' meeting in accordance with section 10-705. The notice shall also state that the purpose or one of the purposes of the meeting is to consider dissolving the corporation.
E. Unless the articles of incorporation or the board of directors acting pursuant to subsection C of this section requires a greater vote or a vote by voting groups, the proposal to dissolve, in order to be adopted, shall be approved by a majority of all of the votes entitled to be cast on that proposal.
Source: official Arizona text · Last verified 2026-08-27
Frequently Asked Questions About Arizona § 10-1402
What does Arizona Revised Statutes § 10-1402 cover?
Section 10-1402 ("Dissolution by board of directors and shareholders") is part of the Arizona Revised Statutes, the codified statutory law of Arizona. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.
How do I cite Arizona § 10-1402?
A common citation format is "Arizona Revised Statutes § 10-1402" (Arizona). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.
Is this the official text of Arizona law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the Arizona official source linked on this page or consult a licensed Arizona attorney.
How does Arizona § 10-1402 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Arizona can advise on how this section applies to you. Contact your state or local bar association for a referral.
Sources & Verification
Not legal advice. Verify against the official source and consult a licensed attorney in Arizona.