§ 1606. — Regional Corporations.
[Laws in effect as of January 24, 2002]
[Document not affected by Public Laws enacted between
January 24, 2002 and December 19, 2002]
[CITE: 43USC1606]
TITLE 43--PUBLIC LANDS
CHAPTER 33--ALASKA NATIVE CLAIMS SETTLEMENT
Sec. 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.
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\1\ So in original. Probably should be ``paragraph''.
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(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.
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\2\ So in original.
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(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.
(Pub. L. 92-203, Sec. 7, Dec. 18, 1971, 85 Stat. 691; Pub. L. 96-487,
title XIV, Sec. 1401(a), (c), Dec. 2, 1980, 94 Stat. 2491, 2492; Pub. L.
100-241, Secs. 4, 5, 12(a), Feb. 3, 1988, 101 Stat. 1790, 1792, 1810;
Pub. L. 102-415, Secs. 4, 8, Oct. 14, 1992, 106 Stat. 2113, 2114; Pub.
L. 104-10, Sec. 1(a), May 18, 1995, 109 Stat. 155; Pub. L. 104-42, title
I, Sec. 109(a), Nov. 2, 1995, 109 Stat. 357; Pub. L. 105-333, Secs. 8,
12, Oct. 31, 1998, 112 Stat. 3134, 3135; Pub. L. 106-194, Sec. 2, May 2,
2000, 114 Stat. 242.)
Amendments
2000--Subsec. (h)(1)(C)(iii). Pub. L. 106-194 inserted before period
at end ``, notwithstanding an adoption, relinquishment, or termination
of parental rights that may have altered or severed the legal
relationship between the gift donor and recipient''.
1998--Subsec. (i)(1). Pub. L. 105-333, Sec. 8(1), substituted ``(A)
Except as provided by subparagraph (B), 70 percent'' for ``Seventy per
centum''.
Pub. L. 105-333, Sec. 8(2), which directed the addition of subpar.
(B) at the end of subsec. (i), was executed by adding subpar. (B) at the
end of par. (1) of subsec. (i) to reflect the probable intent of
Congress.
Subsec. (r). Pub. L. 105-333, Sec. 12, added subsec. (r).
1995--Subsec. (h)(4). Pub. L. 104-10 added par. (4).
Subsec. (i). Pub. L. 104-42 designated existing provisions as par.
(1) and added par. (2).
1992--Subsec. (g)(1)(B)(i)(I). Pub. L. 102-415, Sec. 8, inserted at
end ``and, at the further option of the Corporation, descendants of
Natives born after December 18, 1971,''.
Subsec. (h)(1)(C)(iii). Pub. L. 102-415, Sec. 4, substituted
``nephew, or (if the holder has reached the age of majority as defined
by the laws of the State of Alaska) brother or sister'' for ``or
nephew''.
1988--Subsec. (g). Pub. L. 100-241, Sec. 4, amended subsec. (g)
generally. Prior to amendment, subsec. (g) read as follows: ``The
Regional Corporation shall be authorized to issue such number of shares
of common stock, divided into such classes of shares 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.''
Subsec. (h)(1), (2). Pub. L. 100-241, Sec. 5, amended pars. (1) and
(2) generally, changing structure of each from a single unlettered
paragraph to one consisting of subpars. (A) to (C).
Subsec. (h)(3). Pub. L. 100-241, Sec. 5, amended par. (3) generally,
revising and restating as subpars. (A) to (E) provisions of former
subpars. (A) to (C).
Subsec. (o). Pub. L. 100-241, Sec. 12(a), struck out ``, to the
Secretary of the Interior and to the Committees on Interior and Insular
Affairs of the Senate and the House of Representatives'' after ``to each
stockholder'' in last sentence.
1980--Subsec. (h)(1). Pub. L. 96-487, Sec. 1401(c), inserted ``or by
stockholder who is a member of a professional organization, association,
or board which limits the ability of that stockholder to practice his
profession because of holding stock issued under this chapter'' after
``divorce or child support''. Section 1401(c) of Pub. L. 96-487 directed
that section 1696(h)(1) of this title be amended, however, since no
section 1696 of this title has been enacted, amendment was executed to
subsec. (h)(1) of this section to reflect the probable intent of
Congress.
Subsec. (h)(3). Pub. L. 96-487, Sec. 1401(a), substituted provisions
that provided on Dec. 18, 1991, all stock previously issued be deemed
canceled, and shares of stock of the appropriate class be issued to each
shareholder share for share subject only to such restrictions as
provided by the articles of incorporation, or agreement between the
corporation and individual, specified restrictions which may be included
by amendment in the articles of incorporation, and provided voting
requirements for amendment of the articles of incorporation for approval
of restrictions and the grant of voting rights to stockholders who were
previously denied such rights for provision that provided on Jan. 1 of
the twenty-first year after the year in which this chapter was enacted,
all stock previously issued be deemed canceled and the shares of stock
of the appropriate class issued without restrictions required by this
chapter to each stockholder share for share.
Effective Date of 1995 Amendment
Section 109(b) of Pub. L. 104-42 provided that: ``This amendment
[amending this section] shall be effective as of the date of enactment
of the Alaska Native Claims Settlement Act, Public Law 92-203 (43 U.S.C.
1601, et seq.) [Dec. 18, 1971].''
Section Referred to in Other Sections
This section is referred to in sections 1602, 1604, 1605, 1607,
1618, 1620, 1621, 1625, 1626, 1627, 1628, 1629, 1629b, 1629c, 1629d,
1629e, 1636 of this title; title 16 section 3181; title 25 section 1903;
title 26 section 646; title 42 section 1382b; title 50 App. section
1989c-1.
