(a) A shareholder may dissent from the following corporate actions:
(1) a plan of merger, consolidation, or exchange to which the corporation is a party; or
(2) a sale or exchange of all or substantially all of the property and assets of the corporation not made in the usual and regular course of its business, including a sale in dissolution, but not including a sale under a court order or a sale for cash on terms requiring that all or substantially all of the net proceeds of the sale be distributed to the shareholders in accordance with their respective interests within one year after the date of sale.
(b) The rights of a shareholder who dissents as to less than all of the shares registered in the name of the shareholder shall be determined as if the shares as to which the shareholder dissents and the other shares of the shareholder are registered in the names of different shareholders.
(c) This section does not apply to the shareholders of the surviving corporation in a merger if a vote of shareholders of the surviving corporation is not necessary to authorize the merger.
(d) This section does not apply to the holders of shares of a class or series if the shares of the class or series were registered on a national securities exchange on the date fixed to determine the shareholders entitled to vote at the meeting of shareholders at which the plan of merger, consolidation, or exchange or the proposed sale or exchange of property and assets is to be acted upon unless the articles of the corporation provide otherwise.
Structure Alaska Statutes
Title 10. Corporations and Associations
Chapter 06. Alaska Corporations Code
Sec. 10.06.532. Procedure for merger.
Sec. 10.06.534. Consolidation.
Sec. 10.06.536. Procedure for consolidation.
Sec. 10.06.538. Share exchange.
Sec. 10.06.540. Procedure for share exchange.
Sec. 10.06.542. Disparate treatment of shares of the same class or series prohibited; exceptions.
Sec. 10.06.544. Notice to and approval by shareholders.
Sec. 10.06.546. Manner of approval by shareholders.
Sec. 10.06.548. Abandonment of plan of merger, consolidation, or exchange.
Sec. 10.06.550. Execution and contents of articles of merger, consolidation, or exchange.
Sec. 10.06.552. Filing of articles of merger, consolidation, or exchange.
Sec. 10.06.554. Merger of subsidiary corporation.
Sec. 10.06.556. Procedure for merger of subsidiary corporation.
Sec. 10.06.558. Filing of articles of merger of subsidiary corporation.
Sec. 10.06.560. Effective date and effect of merger, consolidation, or exchange.
Sec. 10.06.564. Disclosure of alien affiliates.
Sec. 10.06.566. Disposition of assets in regular course of business; mortgage or pledge of assets.
Sec. 10.06.568. Disposition of assets not in regular course of business.
Sec. 10.06.570. Approval of transaction by shareholders.
Sec. 10.06.572. Abandonment of transaction by board.
Sec. 10.06.574. Right of shareholders to dissent.
Sec. 10.06.578. Offer and payment to dissenting shareholders; circumstances where prohibited.
Sec. 10.06.580. Action to determine value of shares.
Sec. 10.06.582. Status of shares acquired from dissenting shareholders.