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- Alaska Statutes.
- Title 10. Corporations and Associations
- Chapter 6. Alaska Corporations Code
- Section 673. Plan of Distribution; Adoption; Binding Effect; Notice; Payment to Dissenting Shareholders; Abandonment.
previous: Section 670
. Distribution in Money, Property, or Securities; Installments.
next: Section 675
. Recovery of Amounts Improperly Distributed.
AS 10.06.673. Plan of Distribution; Adoption; Binding Effect; Notice; Payment to Dissenting Shareholders; Abandonment.
- (a) If a corporation in the process of winding up has both preferred and common shares outstanding, a plan of distribution
of the shares, obligations, or securities of another corporation, or of the assets of the corporation, other than
money, that is not in accordance with the liquidation rights of the preferred shares as specified in the articles of
incorporation may be adopted if approved by the board and by approval of the outstanding shares of each class. The plan
may provide that the distribution is in complete or partial satisfaction of the rights of the preferred shareholders
upon distribution and liquidation of the assets.
- (b) A plan of distribution approved under (a) of this section is binding upon the shareholders except as provided in (c)
of this section. The board shall mail notice of the adoption of the plan within 20 days after its adoption to all
holders of shares having a liquidation preference.
- (c) Shareholders having a liquidation preference who dissent from the plan of distribution are entitled to be paid the
amount of their liquidation preference in cash if they file written demand for payment with the corporation within 30
days after the date of mailing of the notice of the adoption of the plan of distribution unless the plan of
distribution is abandoned. The demand shall state the number and class of the shares held of record by the shareholder
for which the shareholder claims payment.
- (d) If a demand for cash payment is filed under (c) of this section, the board in its discretion may abandon the plan
without further approval by the outstanding shares and the shareholders shall be entitled to distribution according to
their rights and liquidation preferences in the process of winding up.
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