Arizona Revised Statutes

Ariz. Rev. Stat. § 10-1322 (2026)

Dissenters' notice

✓ current as of May 2026

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A. If proposed corporate action creating dissenters' rights under section 10-1302 is authorized at a shareholders' meeting, the corporation shall deliver a written dissenters' notice to all shareholders who satisfied the requirements of section 10-1321.

B. The dissenters' notice shall be sent no later than ten days after the corporate action is taken and shall:

1. State where the payment demand must be sent and where and when certificates for certificated shares shall be deposited.

2. Inform holders of uncertificated shares to what extent transfer of the shares will be restricted after the payment demand is received.

3. Supply a form for demanding payment that includes the date of the first announcement to news media or to shareholders of the terms of the proposed corporate action and that requires that the person asserting dissenters' rights certify whether or not the person acquired beneficial ownership of the shares before that date.

4. Set a date by which the corporation must receive the payment demand, which date shall be at least thirty but not more than sixty days after the date the notice provided by subsection A of this section is delivered.

5. Be accompanied by a copy of this article.

Notes of Decisions

Cited in 1 case (1 in the last 5 years), 2021–2021 · leading case: World Egg Bank v. Nesco Invest.

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World Egg Bank v. Nesco Invest (Ariz. Ct. App. 2021). · cites it 2× “Further, Thomas did not act on TWEB’s statutory duty to provide the written dissenter’s notice, which is triggered when “the corporate action is taken,” A.R.S. § 10-1322(B) (emphasis added), until well after April 17.”

— Ariz. Rev. Stat. § 10-1322(B) — 1 case

World Egg Bank v. Nesco Invest (Ariz. Ct. App. 2021). “Further, Thomas did not act on TWEB’s statutory duty to provide the written dissenter’s notice, which is triggered when “the corporate action is taken,” A.R.S. § 10-1322(B) (emphasis added), until well after April 17.”

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