{"data":{"id":"us-az/a.r.s.-10-861","jurisdiction":"us-az","citation":"A.R.S. § 10-861","heading":"Judicial action","body":"A. A transaction that is effected or proposed to be effected by a corporation, or by a subsidiary of the corporation or any other entity in which the corporation has a controlling interest, and that is not a director's conflicting interest transaction shall not be enjoined, be set aside or give rise to an award of damages or other sanctions in a proceeding by a shareholder or by or in the right of the corporation, because a director of the corporation, or any person with whom or with which the director has a personal, economic or other association, has an interest in the transaction.\n\nB. A director's conflicting interest transaction shall not be enjoined, be set aside or give rise to an award of damages or other sanctions in a proceeding by a shareholder or by or in the right of the corporation, because the director, or any person with whom or with which the director has a personal, economic or other association, has an interest in the transaction, if either:\n\n1. Directors' action respecting the transaction was taken at any time in compliance with section 10-862.\n\n2. Shareholders' action respecting the transaction was taken at any time in compliance with section 10-863.\n\n3. The transaction, judged according to the circumstances at the time of commitment, is established to have been fair to the corporation.\n\nC. Any person seeking to have a director's conflicting interest transaction enjoined, set aside or give rise to an award of damages or other sanctions shall first prove by clear and convincing evidence that subsection B of this section is not applicable.","path":["Title 10 Corporations and Associations"],"source_url":"https://www.azleg.gov/ars/10/00861.htm","current_through":"2026-09-04","vintage":"2026-08-09","retrieved_at":"2026-09-04T00:49:56Z","sha256":"9fcf845a7c924d29c6551f45042b9b8b98b519751ae4a9c5c86916cb69032df4","source_id":"us-az","stale":true,"prev":"us-az/a.r.s.-10-860","next":"us-az/a.r.s.-10-862"},"notice":"GroundRules: Original legal text. Not legal advice."}