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- Alaska Statutes.
- Title 10. Corporations and Associations
- Chapter 6. Alaska Corporations Code
- Section 421. Corporation's Acceptance of Certain Documents.
previous: Section 420. Voting of Shares.
next: Section 423. Actions Taken Without Meeting: Written Consent; Revocation of Consent.
AS 10.06.421. Corporation's Acceptance of Certain Documents.
- (a) If the name signed on a vote, consent, waiver, or proxy appointment corresponds to the name of a shareholder, the
corporation, if acting in good faith, is entitled to accept the document and give it effect as the act of the
shareholder.
- (b) If the name signed on a document does not correspond to the name of its shareholder, the corporation, if acting in
good faith, is nevertheless entitled to accept the document and give it effect as the act of the shareholder if
- (1) the shareholder is an entity and the name signed purports to be that of an officer or agent of the entity;
- (2) the name signed purports to be that of an administrator, executor, guardian, or conservator representing the
shareholder and, if the corporation requests, evidence of fiduciary status acceptable to the corporation has been
presented with respect to the document;
- (3) the name signed purports to be that of a receiver or trustee in bankruptcy of the shareholder and, if the corporation
requests, evidence of this status acceptable to the corporation has been presented with respect to the document;
- (4) the name signed purports to be that of a pledgee, beneficial owner, or attorney-in-fact of the shareholder and, if the
corporation requests, evidence acceptable to the corporation or the signatory's authority to sign for the shareholder
has been presented with respect to the document; or
- (5) two or more persons are the shareholder as cotenants or fiduciaries, the name signed purports to be the name of at
least one of the coowners, and the person signing appears to be acting on behalf of all the coowners.
- (c) The corporation is entitled to reject a document if the secretary or other officer or agent authorized to tabulate
votes, acting in good faith, has a reasonable basis to doubt the validity of the signature on the document or the
signatory's authority to sign for the shareholder.
- (d) The corporation and its officer or agent who accepts or rejects a document in good faith and in accordance with the
standards of this section are not liable in damages to the shareholder for the consequences of the acceptance or
rejection.
- (e) Corporate action based on the acceptance or rejection of a document under this section is valid unless a court of
competent jurisdiction determines otherwise.
- (f) In this section, "document" means vote, consent, waiver, or proxy appointment.
Note to HTML Version:
This version of the Alaska Statutes is current through December, 2004. The Alaska Statutes were automatically converted to HTML from a plain text format. Every effort
has been made to ensure their accuracy, but this can not be guaranteed. If it is critical that the precise terms of the Alaska Statutes be known, it is recommended that more formal sources be consulted. For statutes adopted after the effective date of these statutes, see, Alaska State Legislature
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Last modified 9/3/2005