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U.S. Code as of:
01/19/04
Section 1606. Regional Corporations
(a) Division of Alaska into twelve geographic regions; common
heritage and common interest of region; area of region
commensurate with operations of Native association; boundary
disputes, arbitration
For purposes of this chapter, the State of Alaska shall be
divided by the Secretary within one year after December 18, 1971,
into twelve geographic regions, with each region composed as far as
practicable of Natives having a common heritage and sharing common
interests. In the absence of good cause shown to the contrary, such
regions shall approximate the areas covered by the operations of
the following existing Native associations:
(1) Arctic Slope Native Association (Barrow, Point Hope);
(2) Bering Straits Association (Seward Peninsula, Unalakleet,
Saint Lawrence Island);
(3) Northwest Alaska Native Association (Kotzebue);
(4) Association of Village Council Presidents (southwest coast,
all villages in the Bethel area, including all villages on the
Lower Yukon River and the Lower Kuskokwim River);
(5) Tanana Chiefs' Conference (Koyukuk, Middle and Upper Yukon
Rivers, Upper Kuskokwim, Tanana River);
(6) Cook Inlet Association (Kenai, Tyonek, Eklutna, Iliamna);
(7) Bristol Bay Native Association (Dillingham, Upper Alaska
Peninsula);
(8) Aleut League (Aleutian Islands, Pribilof Islands and that
part of the Alaska Peninsula which is in the Aleut League);
(9) Chugach Native Association (Cordova, Tatitlek, Port Graham,
English Bay, Valdez, and Seward);
(10) Tlingit-Haida Central Council (southeastern Alaska,
including Metlakatla);
(11) Kodiak Area Native Association (all villages on and around
Kodiak Island); and
(12) Copper River Native Association (Copper Center,
Glennallen, Chitina, Mentasta).
Any dispute over the boundaries of a region or regions shall be
resolved by a board of arbitrators consisting of one person
selected by each of the Native associations involved, and an
additional one or two persons, whichever is needed to make an odd
number of arbitrators, such additional person or persons to be
selected by the arbitrators selected by the Native associations
involved.
(b) Region mergers; limitation
The Secretary may, on request made within one year of December
18, 1971, by representative and responsible leaders of the Native
associations listed in subsection (a) of this section, merge two or
more of the twelve regions: Provided, That the twelve regions may
not be reduced to less than seven, and there may be no fewer than
seven Regional Corporations.
(c) Establishment of thirteenth region for nonresident Natives;
majority vote; Regional Corporation for thirteenth region
If a majority of all eligible Natives eighteen years of age or
older who are not permanent residents of Alaska elect, pursuant to
section 1604(c) of this title, to be enrolled in a thirteenth
region for Natives who are non-residents of Alaska, the Secretary
shall establish such a region for the benefit of the Natives who
elected to be enrolled therein, and they may establish a Regional
Corporation pursuant to this chapter.
(d) Incorporation; business for profit; eligibility for benefits;
provisions in articles for carrying out chapter
Five incorporators within each region, named by the Native
association in the region, shall incorporate under the laws of
Alaska a Regional Corporation to conduct business for profit, which
shall be eligible for the benefits of this chapter so long as it is
organized and functions in accordance with this chapter. The
articles of incorporation shall include provisions necessary to
carry out the terms of this chapter.
(e) Original articles and bylaws: approval by Secretary prior to
filing, submission for approval; amendments to articles: approval
by Secretary; withholding approval in event of creation of
inequities among Native individuals or groups
The original articles of incorporation and bylaws shall be
approved by the Secretary before they are filed, and they shall be
submitted for approval within eighteen months after December 18,
1971. The articles of incorporation may not be amended during the
Regional Corporation's first five years without the approval of the
Secretary. The Secretary may withhold approval under this section
if in his judgment inequities among Native individuals or groups of
Native individuals would be created.
(f) Board of directors; management; stockholders; provisions in
articles or bylaws for number, term, and method of election
The management of the Regional Corporation shall be vested in a
board of directors, all of whom, with the exception of the initial
board, shall be stockholders over the age of eighteen. The number,
terms, and method of election of members of the board of directors
shall be fixed in the articles of incorporation or bylaws of the
Regional Corporation.
(g) Issuance of stock
(1) Settlement Common Stock
(A) The Regional Corporation shall be authorized to issue such
number of shares of Settlement Common Stock (divided into such
classes as may be specified in the articles of incorporation to
reflect the provisions of this chapter) as may be needed to issue
one hundred shares of stock to each Native enrolled in the region
pursuant to section 1604 of this title.
(B)(i) A Regional Corporation may amend its articles of
incorporation to authorize the issuance of additional shares of
Settlement Common Stock to -
(I) Natives born after December 18, 1971, and, at the further
option of the Corporation, descendants of Natives born after
December 18, 1971,
(II) Natives who were eligible for enrollment pursuant to
section 1604 of this title but were not so enrolled, or
(III) Natives who have attained the age of 65,
for no consideration or for such consideration and upon such
terms and conditions as may be specified in such amendment or in
a resolution approved by the board of directors pursuant to
authority expressly vested in the board by the amendment. The
amendment to the articles of incorporation may specify which
class of Settlement Common Stock shall be issued to the various
groups of Natives.
(ii) Not more than one hundred shares of Settlement Common
Stock shall be issued to any one individual pursuant to clause
(i).
(iii) The amendment authorized by clause (i) may provide that
Settlement Common Stock issued to a Native pursuant to such
amendment (or stock issued in exchange for such Settlement Common
Stock pursuant to subsection (h)(3) of this section or section
1629c(d) of this title) shall be deemed canceled upon the death
of such Native. No compensation for this cancellation shall be
paid to the estate of the deceased Native or to any person
holding the stock.
(iv) Settlement Common Stock issued pursuant to clause (i)
shall not carry rights to share in distributions made to
shareholders pursuant to subsections (j) and (m) of this section
unless, prior to the issuance of such stock, a majority of the
class of existing holders of Settlement Common Stock carrying
such rights separately approve the granting of such rights. The
articles of incorporation of the Regional Corporation shall be
deemed to be amended to authorize such class vote.
(C)(i) A Regional Corporation may amend its articles of
incorporation to authorize the issuance of additional shares of
Settlement Common Stock as a dividend or other distribution
(without regard to surplus of the corporation under the laws of
the State) upon each outstanding share of Settlement Common Stock
issued pursuant to subparagraphs (A) and (B).
(ii) The amendment authorized by clause (i) may provide that
shares of Settlement Common Stock issued as a dividend or other
distribution shall constitute a separate class of stock with
greater per share voting power than Settlement Common Stock
issued pursuant to subparagraphs (A) and (B).
(2) Other forms of stock
(A) A Regional Corporation may amend its articles of
incorporation to authorize the issuance of shares of stock other
than Settlement Common Stock in accordance with the provisions of
this paragraph. Such amendment may provide that -
(i) preemptive rights of shareholders under the laws of the
State shall not apply to the issuance of such shares, or
(ii) issuance of such shares shall permanently preclude the
corporation from -
(I) conveying assets to a Settlement Trust, or
(II) issuing shares of stock without adequate consideration
as required under the laws of the State.
(B) The amendment authorized by subparagraph (A) may provide
that the stock to be issued shall be one or more of the following
-
(i) divided into classes and series within classes, with
preferences, limitations, and relative rights, including,
without limitation -
(I) dividend rights,
(II) voting rights, and
(III) liquidation preferences;
(ii) made subject to one or more of -
(I) the restrictions on alienation described in clauses
(i), (ii), and (iv) of subsection (h)(1)(B) of this section,
and
(II) the restriction described in paragraph (1)(B)(iii);
and
(iii) restricted in issuance to -
(I) Natives who have attained the age of sixty-five;
(II) other identifiable groups of Natives or identifiable
groups of descendants of Natives defined in terms of general
applicability and not in any way by reference to place of
residence or family;
(III) Settlement Trusts; or
(IV) entities established for the sole benefit of Natives
or descendants of Natives, in which the classes of
beneficiaries are defined in terms of general applicability
and not in any way by reference to place of residence,
family, or position as an officer, director, or employee of a
Native Corporation.
(C) The amendment authorized by subparagraph (A) shall provide
that the additional shares of stock shall be issued -
(i) as a dividend or other distribution (without regard to
surplus of the corporation under the laws of the State) upon
all outstanding shares of stock of any class or series, or
(ii) for such consideration as may be permitted by law
(except that this requirement may be waived with respect to
issuance of stock to the individuals or entities described in
subparagraph (B)(iii)).
(D) During any period in which alienability restrictions are in
effect, no stock whose issuance is authorized by subparagraph (A)
shall be -
(i) issued to, or for the benefit of, a group of individuals
composed only or principally of employees, officers, and
directors of the corporation; or
(ii) issued more than thirteen months after the date on which
the vote of the shareholders on the amendment authorizing the
issuance of such stock occurred if, as a result of the
issuance, the outstanding shares of Settlement Common Stock
will represent less than a majority of the total voting power
of the corporation for the purpose of electing directors.
(3) Disclosure requirements
(A) An amendment to the articles of incorporation of a Regional
Corporation authorized by paragraph (2) shall specify -
(i) the maximum number of shares of any class or series of
stock that may be issued, and
(ii) the maximum number of votes that may be held by such
shares.
(B)(i) If the board of directors of a Regional Corporation
intends to propose an amendment pursuant to paragraph (2) which
would authorize the issuance of classes or series of stock that,
singly or in combination, could cause the outstanding shares of
Settlement Common Stock to represent less than a majority of the
total voting power of the corporation for the purposes of
electing directors, the shareholders of such corporation shall be
expressly so informed.
(ii) Such information shall be transmitted to the shareholders
in a separate disclosure statement or in another informational
document in writing or in recorded sound form both in English and
any Native language used by a shareholder of such corporation.
Such statement or informational document shall be transmitted to
the shareholders at least sixty days prior to the date on which
such proposal is to be submitted for a vote.
(iii) If not later than thirty days after issuance of such
disclosure statement or informational document the board of
directors receives a prepared concise statement setting forth
arguments in opposition to the proposed amendment together with a
request for distribution thereof signed by the holders of at
least 10 per centum of the outstanding shares of Settlement
Common Stock, the board shall either distribute such statement to
the shareholders or provide to the requesting shareholders a list
of all shareholder's names and addresses so that the requesting
shareholders may distribute such statement.
(4) Savings
(A)(i) No shares of stock issued pursuant to paragraphs (1)(C)
and (2) shall carry rights to share in distributions made to
shareholders pursuant to subsections (j) and (m) of this section.
No shares of stock issued pursuant to paragraph (1)(B) shall
carry such rights unless authorized pursuant to paragraph
(1)(B)(iv).
(ii) Notwithstanding the issuance of additional shares of stock
pursuant to paragraphs (!1) (1)(B), (1)(C), or (2), a Regional
Corporation shall apply the ratio last computed pursuant to
subsection (m) of this section prior to February 3, 1988, for
purposes of distributing funds pursuant to subsections (j) and
(m) of this section.
(B) The issuance of additional shares of stock pursuant to
paragraphs (!1) (1)(B), (1)(C), or (2) shall not affect the
division and distribution of revenues pursuant to subsection (i)
of this section.
(C) No provision of this chapter shall limit the right of a
Regional Corporation to take an action authorized by the laws of
the State unless such action is inconsistent with the provisions
of this chapter.
(h) Settlement Common Stock
(1) Rights and restrictions
(A) Except as otherwise expressly provided in this chapter,
Settlement Common Stock of a Regional Corporation shall -
(i) carry a right to vote in elections for the board of
directors and on such other questions as properly may be
presented to shareholders;
(ii) permit the holder to receive dividends or other
distributions from the corporation; and
(iii) vest in the holder all rights of a shareholder in a
business corporation organized under the laws of the State.
(B) Except as otherwise provided in this subsection, Settlement
Common Stock, inchoate rights thereto, and rights to dividends or
distributions declared with respect thereto shall not be -
(i) sold;
(ii) pledged;
(iii) subjected to a lien or judgment execution;
(iv) assigned in present or future;
(v) treated as an asset under -
(I) title 11 or any successor statute,
(II) any other insolvency or moratorium law, or
(III) other laws generally affecting creditors' rights; or
(vi) otherwise alienated.
(C) Notwithstanding the restrictions set forth in subparagraph
(B), Settlement Common Stock may be transferred to a Native or a
descendant of a Native -
(i) pursuant to a court decree of separation, divorce, or
child support;
(ii) by a holder who is a member of a professional
organization, association, or board that limits his or her
ability to practice his or her profession because he or she
holds Settlement Common Stock; or
(iii) as an inter vivos gift from a holder to his or her
child, grandchild, great-grandchild, niece, nephew, or (if the
holder has reached the age of majority as defined by the laws
of the State of Alaska) brother or sister, notwithstanding an
adoption, relinquishment, or termination of parental rights
that may have altered or severed the legal relationship between
the gift donor and recipient.
(2) Inheritance of Settlement Common Stock
(A) Upon the death of a holder of Settlement Common Stock,
ownership of such stock (unless canceled in accordance with
subsection (g)(1)(B)(iii) of this section) shall be transferred
in accordance with the lawful will of such holder or pursuant to
applicable laws of intestate succession. If the holder fails to
dispose of his or her stock by will and has no heirs under
applicable laws of intestate succession, the stock shall escheat
to the issuing Regional Corporation and be canceled.
(B) The issuing Regional Corporation shall have the right to
purchase at fair value Settlement Common Stock transferred
pursuant to applicable laws of intestate succession to a person
not a Native or a descendant of a Native after February 3, 1988,
if -
(i) the corporation -
(I) amends its articles of incorporation to authorize such
purchases, and
(II) gives the person receiving such stock written notice
of its intent to purchase within ninety days after the date
that the corporation either determines the decedent's heirs
in accordance with the laws of the State or receives notice
that such heirs have been determined, whichever later occurs;
and
(ii) the person receiving such stock fails to transfer the
stock pursuant to paragraph (1)(C)(iii) within sixty days after
receiving such written notice.
(C) Settlement Common Stock of a Regional Corporation -
(i) transferred by will or pursuant to applicable laws of
intestate succession after February 3, 1988, or
(ii) transferred by any means prior to February 3, 1988,
to a person not a Native or a descendant of a Native shall not
carry voting rights. If at a later date such stock is lawfully
transferred to a Native or a descendant of a Native, voting
rights shall be automatically restored.
(3) Replacement Common Stock
(A) On the date on which alienability restrictions terminate in
accordance with the provisions of section 1629c of this title,
all Settlement Common Stock previously issued by a Regional
Corporation shall be deemed canceled, and shares of Replacement
Common Stock of the appropriate class shall be issued to each
shareholder, share for share, subject only to subparagraph (B)
and to such restrictions consistent with this chapter as may be
provided by the articles of incorporation of the corporation or
in agreements between the corporation and individual
shareholders.
(B)(i) Replacement Common Stock issued in exchange for
Settlement Common Stock issued subject to the restriction
authorized by subsection (g)(1)(B)(iii) of this section shall
bear a legend indicating that the stock will eventually be
canceled in accordance with the requirements of that subsection.
(ii) Prior to the termination of alienability restrictions, the
board of directors of the corporation shall approve a resolution
to provide that each share of Settlement Common Stock carrying
the right to share in distributions made to shareholders pursuant
to subsections (j) and (m) of this section shall be exchanged
either for -
(I) a share of Replacement Common Stock that carries such
right, or
(II) a share of Replacement Common Stock that does not carry
such right together with a separate, non-voting security that
represents only such right.
(iii) Replacement Common Stock issued in exchange for a class
of Settlement Common Stock carrying greater per share voting
power than Settlement Common Stock issued pursuant to subsections
(g)(1)(A) and (g)(1)(B) of this section shall carry such voting
power and be subject to such other terms as may be provided in
the amendment to the articles of incorporation authorizing the
issuance of such class of Settlement Common Stock.
(C) The articles of incorporation of the Regional Corporation
shall be deemed amended to authorize the issuance of Replacement
Common Stock and the security described in subparagraph
(B)(ii)(II).
(D) Prior to the date on which alienability restrictions
terminate, a Regional Corporation may amend its articles of
incorporation to impose upon Replacement Common Stock one or more
of the following -
(i) a restriction denying voting rights to any holder of
Replacement Common Stock who is not a Native or a descendant of
a Native;
(ii) a restriction granting the Regional Corporation, or the
Regional Corporation and members of the shareholder's immediate
family who are Natives or descendants of Natives, the first
right to purchase, on reasonable terms, the Replacement Common
Stock of the shareholder prior to the sale or transfer of such
stock (other than a transfer by will or intestate succession)
to any other party, including a transfer in satisfaction of a
lien, writ of attachment, judgment execution, pledge, or other
encumbrance; and
(iii) any other term, restriction, limitation, or provision
authorized by the laws of the State.
(E) Replacement Common Stock shall not be subjected to a lien
or judgment execution based upon any asserted or unasserted legal
obligation of the original recipient arising prior to the
issuance of such stock.
(4) Purchase of settlement common stock of Cook Inlet Region
(A) As used in this paragraph, the term "Cook Inlet Regional
Corporation" means Cook Inlet Region, Incorporated.
(B) The Cook Inlet Regional Corporation may, by an amendment to
its articles of incorporation made in accordance with the voting
standards under section 1629b(d)(1) of this title, purchase
Settlement Common Stock of the Cook Inlet Regional Corporation
and all rights associated with the stock from the shareholders of
Cook Inlet Regional Corporation in accordance with any provisions
included in the amendment that relate to the terms, procedures,
number of offers to purchase, and timing of offers to purchase.
(C) Subject to subparagraph (D), and notwithstanding paragraph
(1)(B), the shareholders of Cook Inlet Regional Corporation may,
in accordance with an amendment made pursuant to subparagraph
(B), sell the Settlement Common Stock of the Cook Inlet Regional
Corporation to itself.
(D) No sale or purchase may be made pursuant to this paragraph
without the prior approval of the board of directors of Cook
Inlet Regional Corporation. Except as provided in subparagraph
(E), each sale and purchase made under this paragraph shall be
made pursuant to an offer made on the same terms to all holders
of Settlement Common Stock of the Cook Inlet Regional
Corporation.
(E) To recognize the different rights that accrue to any class
or series of shares of Settlement Common Stock owned by
stockholders who are not residents of a Native village (referred
to in this paragraph as "non-village shares"), an amendment made
pursuant to subparagraph (B) shall authorize the board of
directors (at the option of the board) to offer to purchase -
(i) the non-village shares, including the right to share in
distributions made to shareholders pursuant to subsections (j)
and (m) of this section (referred to in this paragraph as
"nonresident distribution rights"), at a price that includes a
premium, in addition to the amount that is offered for the
purchase of other village shares of Settlement Common Stock of
the Cook Inlet Regional Corporation, that reflects the value of
the nonresident distribution rights; or
(ii) non-village shares without the nonresident distribution
rights associated with the shares.
(F) Any shareholder who accepts an offer made by the board of
directors pursuant to subparagraph (E)(ii) shall receive, with
respect to each non-village share sold by the shareholder to the
Cook Inlet Regional Corporation -
(i) the consideration for a share of Settlement Common Stock
offered to shareholders of village shares; and
(ii) a security for only the nonresident rights that attach
to such share that does not have attached voting rights
(referred to in this paragraph as a "non-voting security").
(G) An amendment made pursuant to subparagraph (B) shall
authorize the issuance of a non-voting security that -
(i) shall, for purposes of subsections (j) and (m) of this
section, be treated as a non-village share with respect to -
(I) computing distributions under such subsections; and
(II) entitling the holder of the share to the proportional
share of the distributions made under such subsections;
(ii) may be sold to Cook Inlet Region, Inc.; and
(iii) shall otherwise be subject to the restrictions under
paragraph (1)(B).
(H) Any shares of Settlement Common Stock purchased pursuant to
this paragraph shall be canceled on the conditions that -
(i) non-village shares with the nonresident rights that
attach to such shares that are purchased pursuant to this
paragraph shall be considered to be -
(I) outstanding shares; and
(II) for the purposes of subsection (m) of this section,
shares of stock registered on the books of the Cook Inlet
Regional Corporation in the names of nonresidents of
villages;
(ii) any amount of funds that would be distributable with
respect to non-village shares or non-voting securities pursuant
to subsection (j) or (m) of this section shall be distributed
by Cook Inlet Regional Corporation to itself; and
(iii) village shares that are purchased pursuant to this
paragraph shall be considered to be -
(I) outstanding shares, and
(II) for the purposes of subsection (k) of this section
shares of stock registered on the books of the Cook Inlet
Regional Corporation in the names of the residents of
villages.
(I) Any offer to purchase Settlement Common Stock made pursuant
to this paragraph shall exclude from the offer -
(i) any share of Settlement Common Stock held, at the time
the offer is made, by an officer (including a member of the
board of directors) of Cook Inlet Regional Corporation or a
member of the immediate family of the officer; and
(ii) any share of Settlement Common Stock held by any
custodian, guardian, trustee, or attorney representing a
shareholder of Cook Inlet Regional Corporation in fact or law,
or any other similar person, entity, or representative.
(J)(i) The board of directors of Cook Inlet Regional
Corporation, in determining the terms of an offer to purchase
made under this paragraph, including the amount of any premium
paid with respect to a non-village share, may rely upon the good
faith opinion of a recognized firm of investment bankers or
valuation experts.
(ii) Neither Cook Inlet Regional Corporation nor a member of
the board of directors or officers of Cook Inlet Regional
Corporation shall be liable for damages resulting from terms made
in an offer made in connection with any purchase of Settlement
Common Stock if the offer was made -
(I) in good faith;
(II) in reliance on a determination made pursuant to clause
(i); and
(III) otherwise in accordance with this paragraph.
(K) The consideration given for the purchase of Settlement
Common Stock made pursuant to an offer to purchase that provides
for such consideration may be in the form of cash, securities, or
a combination of cash and securities, as determined by the board
of directors of Cook Inlet Regional Corporation, in a manner
consistent with an amendment made pursuant to subparagraph (B).
(L) Sale of Settlement Common Stock in accordance with this
paragraph shall not diminish a shareholder's status as an Alaska
Native or descendant of a Native for the purpose of qualifying
for those programs, benefits and services or other rights or
privileges set out for the benefit of Alaska Natives and Native
Americans. Proceeds from the sale of Settlement Common Stock
shall not be excluded in determining eligibility for any
needs-based programs that may be provided by Federal, State or
local agencies.
(i) Certain natural resource revenues; distribution among twelve
Regional Corporations; computation of amount; subsection
inapplicable to thirteenth Regional Corporation; exclusion from
revenues
(1)(A) Except as provided by subparagraph (B), 70 percent of all
revenues received by each Regional Corporation from the timber
resources and subsurface estate patented to it pursuant to this
chapter shall be divided annually by the Regional Corporation among
all twelve Regional Corporations organized pursuant to this section
according to the number of Natives enrolled in each region pursuant
to section 1604 of this title. The provisions of this subsection
shall not apply to the thirteenth Regional Corporation if organized
pursuant to subsection (c) hereof.
(B) In the case of the sale, disposition, or other use of common
varieties of sand, gravel, stone, pumice, peat, clay, or cinder
resources made during a fiscal year ending after October 31, 1998,
the revenues received by a Regional Corporation shall not be
subject to division under subparagraph (A). Nothing in this
subparagraph is intended to or shall be construed to alter the
ownership of such sand, gravel, stone, pumice, peat, clay, or
cinder resources.
(2) For purposes of this subsection, the term "revenues" does not
include any benefit received or realized for the use of losses
incurred or credits earned by a Regional Corporation.
(j) Corporate funds and other net income, distribution among:
stockholders of Regional Corporations; Village Corporations and
nonresident stockholders; and stockholders of thirteenth Regional
Corporation
During the five years following December 18, 1971, not less than
10% of all corporate funds received by each of the twelve Regional
Corporations under section 1605 of this title (Alaska Native Fund),
and under subsection (i) of this section (revenues from the timber
resources and subsurface estate patented to it pursuant to this
chapter), and all other net income, shall be distributed among the
stockholders of the twelve Regional Corporations. Not less than 45%
of funds from such sources during the first five-year period, and
50% thereafter, shall be distributed among the Village Corporations
in the region and the class of stockholders who are not residents
of those villages, as provided in subsection (!2) to it. In the
case of the thirteenth Regional Corporation, if organized, not less
than 50% of all corporate funds received under section 1605 of this
title shall be distributed to the stockholders.
(k) Distributions among Village Corporations; computation of amount
Funds distributed among the Village Corporations shall be divided
among them according to the ratio that the number of shares of
stock registered on the books of the Regional Corporation in the
names of residents of each village bears to the number of shares of
stock registered in the names of residents in all villages.
(l) Distributions to Village Corporations; village plan:
withholding funds until submission of plan for use of money;
joint ventures and joint financing of projects; disagreements,
arbitration of issues as provided in articles of Regional
Corporation
Funds distributed to a Village Corporation may be withheld until
the village has submitted a plan for the use of the money that is
satisfactory to the Regional Corporation. The Regional Corporation
may require a village plan to provide for joint ventures with other
villages, and for joint financing of projects undertaken by the
Regional Corporation that will benefit the region generally. In the
event of disagreement over the provisions of the plan, the issues
in disagreement shall be submitted to arbitration, as shall be
provided for in the articles of incorporation of the Regional
Corporation.
(m) Distributions among Village Corporations in a region;
computation of dividends for nonresidents of village; financing
regional projects with equitably withheld dividends and Village
Corporation funds
When funds are distributed among Village Corporations in a
region, an amount computed as follows shall be distributed as
dividends to the class of stockholders who are not residents of
those villages: The amount distributed as dividends shall bear the
same ratio to the amount distributed among the Village Corporations
that the number of shares of stock registered on the books of the
Regional Corporation in the names of nonresidents of villages bears
to the number of shares of stock registered in the names of village
residents: Provided, That an equitable portion of the amount
distributed as dividends may be withheld and combined with Village
Corporation funds to finance projects that will benefit the region
generally.
(n) Projects for Village Corporations
The Regional Corporation may undertake on behalf of one or more
of the Village Corporations in the region any project authorized
and financed by them.
(o) Annual audit; place; availability of papers, things, or
property to auditors to facilitate audits; verification of
transactions; report to stockholders
The accounts of the Regional Corporation shall be audited
annually in accordance with generally accepted auditing standards
by independent certified public accountants or independent licensed
public accountants, certified or licensed by a regulatory authority
of the State or the United States. The audits shall be conducted at
the place or places where the accounts of the Regional Corporation
are normally kept. All books, accounts, financial records, reports,
files, and other papers, things, or property belonging to or in use
by the Regional Corporation and necessary to facilitate the audits
shall be available to the person or persons conducting the audits;
and full facilities for verifying transactions with the balances or
securities held by depositories, fiscal agent, and custodians shall
be afforded to such person or persons. Each audit report or a fair
and reasonably detailed summary thereof shall be transmitted to
each stockholder.
(p) Federal-State conflict of laws
In the event of any conflict between the provisions of this
section and the laws of the State of Alaska, the provisions of this
section shall prevail.
(q) Business management group; investment services contracts
Two or more Regional Corporations may contract with the same
business management group for investment services and advice
regarding the investment of corporate funds.
(r) Benefits for shareholders or immediate families
The authority of a Native Corporation to provide benefits to its
shareholders who are Natives or descendants of Natives or to its
shareholders' immediate family members who are Natives or
descendants of Natives to promote the health, education, or welfare
of such shareholders or family members is expressly authorized and
confirmed. Eligibility for such benefits need not be based on share
ownership in the Native Corporation and such benefits may be
provided on a basis other than pro rata based on share ownership.
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