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Corporate
  • Issuance of shares
  • Rights and responsibilities of, and relationships between, shareholders, directors, officers and employees
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  • Transfer of shares by gift, inheritance, court order, and other alienation of shares
  • Business organization and operations
Government
  • Relationships between Native corporations, tribes and Alaska Natives and governments and governmental bodies
  • Compliance with securities and proxy laws and regulations
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Land
  • Selection and conveyance of land
  • Distribution of land required by ANCSA or to shareholders (14(c) and other means)
  • Management of land (easements, trespass, etc.)
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  • Land bank protections
Money
  • Distributions to shareholders
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  • Payments among Native corporations (section 7(i))
Settlement Trust
  • Creation and operation
  • Restrictions
  • Contributions to settlement trusts
  • Distributions by settlement trusts
Third-Party
  • Rights and relationships with creditors, vendors, etc.
  • Enforcement of claims and rights by and against third parties, other than other Native corporations and governmental agencies
Tribal
  • Rights and responsibilities of, and relationships between, tribes, tribal members, tribal councils, etc.
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Adams v. Kake Tribal Corp

Citation: 2022 WL 160656, 2022 U.S. Dist. LEXIS 8666 (D. Alaska 2022) Year: 2022 Topics: Corporate

ANCSA § 7(h)(1)(A)(i) does not impose a requirement to hold annual shareholder meetings based on the release of financial reports; entitle a shareholder to automatically or routinely receive dividends without a dividend declaration by the board of directors; and does not incorporate Alaska corporate law to make garden-variety state law claims subject to federal question jurisdiction. Salaries and fees paid to corporation's officers and directors are not "illegal preferred stock" such that payment violates equal treatment rule for payment of dividends. The Small Business Act does not create a private right of action to force Native corporation to pay dividends.

Ahmasuk v. State

Citation: Supreme Court No. S-17414, No. 7498 Year: 2021 Topics: Corporate

Shareholder letter to the editor, published several months before any director candidates were announced or any election-related materials were distributed to shareholders, complaining about corporation's proxy voting procedures was not a solicitation of a proxy that had to be filed with the Division of Banking and Securities.

Ahtna, Inc. v. State of Alaska, Department of Natural Resources and Department of Transportation & Public Facilities

Citation: 520 P.3d 131 (Alaska 2022) Year: 2022 Topics: Government | Land | Tribal

ANCSA retroactively extinguished aboriginal land title when there had been a conveyance prior to ANCSA. So, prior aboriginal ownership of land did not prevent the State of Alaska from acquiring a right of way under R.S. 2477 over “public land.” R.S. 2477 right of aways are limited to “highway purposes,” which is broader than mere ingress and egress but does require a connection to facilitating highway transportation.

Ahtna, Inc. v. State of Alaska, Department of Transportation & Public Facilities

Citation: ___ P.3d ___ (Alaska 2013) Year: 2013 Topics: Government | Land

BLM waiver of administration may transfer administration of perpetual material site right-of-way grant to Native corporation that received conveyance of the affected land (not decided), but under terms of grant Native corporation did not have authority to terminate grant without state’s consent.

Akiachak Native Community v. Salazar

Citation: 06-969 (RC) (U.S. District Court for the District of Columbia 2013) Year: 2013 Topics: Government | Land | Tribal

ANCSA does not deprive Secretary of Interior of authority to take Alaska land into trust on behalf of Alaska Natives and tribes.

Anniskett v. Tracey

Citation: Nos. S-17398/17636 (Consolidated), No. 1904 Year: 2022 Topics: Corporate

Stock in ANCSA corporations does not pass through probate, but superior courts do have jurisdiction if there is a dispute over who is entitled to inherit the stock

Balli v. Akima Global Servs., LLC

Citation: Civil Action No. 1:23-cv-00067 Year: 2023 Topics: Government | Third Party

Native corporation subsidiary is statutorily exempted from "employer" status under Title VII of Civil Rights Act of 1964; it is not an issue of sovereign immunity, which does not apply to Native corporations. Unlike sovereign immunity, statutory exemption cannot be waived.

Bodkin v. Cook Inlet Region, Inc.

Citation: Supreme Court No. S-11870, No. 6246 Year: 2008 Topics: Corporate | Money

Native corporation's elder benefit program and elder benefit trust that make cash payments to certain elders are expressly authorized by ANCSA § 7(r), 43 U.S.C. § 1606(r).

Borer v. Eyak Corp.

Citation: Supreme Court No. S-17805, No.7588 Year: 2022 Topics: Corporate

Native corporation may be able to refuse to seat winning director candidate who refused to sign confidentiality agreement and code of conduct; issue was not ripe in the case.

Boy Dexter Ogle vs. Salamatof Native Association, Inc.

Citation: 906 F. Supp. 1321 (1995), U.S. District Court for the District of Alaska Year: 1995 Topics: Corporate | Land | Third Party

Application of due process to village corporation processing of claims for reconveyances under section 14(c)

Chickaloon-Moose Creek Native Ass’n v. Norton

Citation: No. 01-35921 Year: 2004 Topics: Land

Interpretation of agreement between Native corporations and Department of Interior regarding selection and conveyance of deficiency lands.

City of Seldovia, Alaska vs. Seldovia Native Association, Inc.

Citation: A89-252 Civil, United States District Court for the District of Alaska Year: 1998 Topics: Corporate | Government | Land

Procedure for Village corporation and municipality to resolve disputes regarding reconveyances under section 14(c) and scope of municipality’s entitlement

Conitz vs. Teck Alaska Incorporated

Citation: 4:09-cv-0020-RRB (U.S. District Court of the District of Alaska 2010) Year: 2010 Topics: Corporate | Government | Third Party

Reaffirming that shareholder hiring preference does not violate Civil Rights laws

Conitz vs. Teck Cominco Alaska, Inc. and NANA Regional Corporation

Citation: 4:06-cv-0015-RRB (U.S. District Court of the District of Alaska 2008) (affirmed by Ninth Circuit Court of Appeals August 10, 2009) Year: 2009 Topics: Corporate | Government | Third Party

Shareholder preference for NANA shareholders does not violate state or federal anti-discrimination law

Cook Inlet Region, Inc. vs. Robert Rude and Harold Rudolph

Citation: 690 F.3d 1127 (9th Cir. 2012) Year: 2012 Topics: Corporate

Alleged violation of antifraud provision of state securities law, which was incorporated into ANCSA regarding shareholder petition to lift alienability restrictions, raised federal question and therefore was within federal court jurisdiction.

Daniels v. Chugach Gov’t Servs.

Citation: Civ. Action No. 14-1667 (EGS) Year: 2016 Topics: Government | Third Party

Wholly owned subsidiary of Native corporation operating federal jobs corps center is not immune from suit as an instrumentality of the federal government or operating under the color of federal law, but it is exempt from the definition of "employer" under Title VII of the Civil Rights Act of 1964.

Eklutna, Inc. vs. Municipality of Anchorage

Citation: 3AN-97- 637 Civil, Third Judicial District, Superior Court for the State of Alaska (1997) Year: 1997 Topics: Government | Land

Large downtown lot is “developed” (and therefore taxable) whether or not it is a “remainder parcel,” but subdivision does not automatically cause lot to be “developed” under 43 U.S.C. 1620(d) or 43 U.S.C. 1636(d).

Hanson vs. Kake Tribal Corporation

Citation: 939 P.2d 1320 (Alaska 1997) Year: 1997 Topics: Corporate | Money

Village corporation may not discriminate between shareholders when distributing corporate assets

Henrichs et al. vs. Chugach Alaska Corporation

Citation: 260 P3d 1036 (Alaska 2011) Year: 2011 Topics: Corporate

Corporation-shareholder matters: inspection of records, elections, proxy statements and other matters

Holmes vs. Wolf

Citation: 243 P.3d 584 (Alaska, 2010) Year: 2010 Topics: Corporate

Village corporation failure to provide annual reports and hold annual meetings; board of directors fiduciary duties.

Hotch v. Klukwan, Inc.

Citation: Superior Court for the State of Alaska (2012) Case No. 1PE-09-76 CI Year: 2012 Topics: Settlement Trust

ANCSA corporation has exclusive authority to appoint and remove trustees of settlement trust; beneficiaries cannot. The Superior Court can remove trustees, but cannot appoint them. Corporation board may be required to appoint trustees separate from directors.

In re Darrell J. Totemoff

Citation: Case No. 3AN-16-00506 PR (Alaska Superior Court, April 26. 2016) Year: 2016 Topics: Corporate

Inheritance of Native corporation shares to be decided initially by issuing Native corporation. Dispute cannot be raised in probate court proceeds; an independent action may be filed in the Superior Court.

In re Sitnasuak Native Corporation

Citation: Order No. 15-1531-S (2016) Year: 2016 Topics: Corporate

Violation of proxy regulations requiring disclosure of previous employment.

Jerue v. Millett

Citation: Supreme Court No. S-9076, No. 5676 Year: 2003 Topics: Corporate

Where shareholders filed derivative suit without making a pre-suit demand and without excuse for making a pre-suit demand, and corporation took remedial steps so suit became moot, suit can be dismissed and shareholders may be prohibited from recovering litigation expenses.

Jimerson vs. Tetlin Native Corporation

Citation: 144 P.3d 470 (Alaska 2006) Year: 2006 Topics: Corporate

Village corporation may not redeem shares as part of litigation settlement with shareholders.

Katairoak v. State, Department of Revenue, Child Support Services Division

Citation: 2017 WL 2303495 Year: 2017 Topics: Corporate | Government | Money

Court is not required to order shareholder and Child Support Services Division to engage in alternative dispute resolution process before permitting attachment of dividends to pay child support.

Koniag, Inc. v. Pagano, Pagano and Swensen

Citation: Superior Court for the State of Alaska (1999) Year: 1999 Topics: Corporate

False and misleading non-board proxy solicitation under state proxy regulations.

Koniag, Inc. vs. Koncor Forest Resource Management Company et al.

Citation: 3 F.3d 991 (9th Cir. 1994) Year: 1994 Topics: Land

Reciprocal sand and gravel rights of village and regional corporations

Leisnoi, Inc. v. Merdes & Merdes, P.C.

Citation: Supreme Court No. S-13790, No. 6747 Year: 2013 Topics: Third Party

Attorney fee agreement that granted attorney an interest in land received if successful in establishing Native corporation's eligibility to participate in ANCSA was void for violating ANCSA § 22(a).

Leisnoi, Inc. vs. Stratman

Citation: 154 F.3d 1062 (9th Cir. 1998) Year: 1998 Topics: Land

Lands covered by ANCSA § 14(f) village consent requirement for subsurface development

Minchumina Natives, Inc. v. United States DOI

Citation: No. 07-35811 Year: 2008 Topics: Corporate

Dissolved corporation not eligible for reinstatement under Alaska law AS 10.06.960(k) since it was not a "Native village corporation" because it did not have at least 25 members, as required by ANCSA § 3(c), (j); it was a Native group.

Naigan v. NANA Services LLC

Citation: Case No. 12-cv-2648 BAS (NLS) Year: 2015 Topics: Corporate

Exemption of "Alaska Native corporations and their subsidiaries" from anti-discrimination provisions of Title VII of the Civil Rights Act of 1964 does not apply to fourth-level subsidiary of Native corporation.

Nelson vs. Arviq, Inc.

Citation: 3:09-cv-00030-TMB (U.S. District Court of the District of Alaska, April 27, 2011) Year: 2011 Topics: Government | Land

Federal District Court does not have jurisdiction to decide merits of 14(c) application before the Village corporation has made a decision on the 14(c) application, but the applicant may be able to obtain mandamus to compel the Village corporation to make a decision

Notti v. Cook Inlet Region, Inc.

Citation: Case No. J00-20 CV (JWS), May 1, 2001 - United States District Court for the District of Alaska (2001) Year: 2001 Topics: Corporate

Preferential elders dividend authorized by ANCSA § 7(r).

Ogle v. Salamatof Native Ass’n

Citation: Case No. A94-579 CV (JKS) Year: 1995 Topics: Land

When performing reconveyance obligations under ANCSA § 14(c), village corporation must comply with constitutional due process. Due process requires actual (express or implied), inquiry or constructive notice to potential applicants when corporation is preparing its map and considering reconveyance claims and after corporation has considered claims and filed its map.

Pederson v. Arctic Slope Regional Corporation

Citation: Alaska Supreme Court (Op. No. 6939, August 8, 2014) Year: 2014 Topics: Corporate

Shareholder request to inspect and copy corporate books and records and minutes, and corporation’s requirement that shareholder sign confidentiality agreement.

Pederson v. Arctic Slope Regional Corporation 2022

Citation: 517 P.3d 606 (Alaska 2022) Year: 2022 Topics: Corporate

Purpose of shareholder request to inspect records must be derived from the totality of the written request. Suspecting “shenanigans” may be sufficient proper purpose. So is auditing executive compensation.

Polly Creek Estate Trust, et al v. Knikatnu Inc. and Tyonek Native Corporation

Citation: 3:09-cv-00069-TMB, document 47 (U.S. District Court of the District of Alaska, September 13, 2010) Year: 2010 Topics: Land

14(c)(1) site does not include airstrip to access 14(c)(1) site; airstrips are to be conveyed to governmental body under 14(c)(4)

Rude and New Alliance for the Future of CIRI, Inc. vs. Cook Inlet Region, Inc.

Citation: 294 P.3d 76 (Alaska 2012) Year: 2012 Topics: Corporate

Numerous defects in dissident shareholders’ proxy solicitation justified voiding proxies; CIRI not required to facilitate dissident solicitation; management authority of board vs. shareholders, and other matters.

Rude, Rudolph, Nicoli vs. Cook Inlet Region, Inc.

Citation: ___ P.3d ___ (Op. No. 6887 – April 11, 2014) Year: 2014 Topics: Corporate

Cannot cumulate votes when a candidate withdraws if proxy does not provide that authority; corporation may hold annual meetings in Washington; and other matters

Sierra v. Goldbelt, Inc.

Citation: 25 P.3d 697 (Alaska 2001) Year: 2001 Topics: Corporate | Money

Urban corporation may issue a benefit, in the form of elders shares, to original shareholders whether or not they are current shareholders.

Stratman v. Leisnoi, Inc.

Citation: No. 07-35934 Year: 2008 Topics: Corporate

Congress resolved Leisnoi's status as a Native corporation when it listed Leisnoi as a "deficiency village corporation" in the Alaska National Interest Lands Conservation Act (ANILCA) in 1980.

Stratman vs. Leisnoi, Inc.

Citation: Case No. 3:02-cv-00290 (JKS), U.S. District Court, September 26, 2007 Year: 2007 Topics: Corporate

U.S. District Court decision dismissing challenge to eligibility of Leisnoi as a village corporation under section 11(b)(3) due to Congressional action recognizing the village.

Stratman vs. Leisnoi, Inc.

Citation: Case No. 3:02-cv-00290 (JKS), U.S. District Court, September 26, 2007 Year: 1999 Topics: Corporate

U.S. District Court decision dismissing challenge to eligibility of Leisnoi as a village corporation under section 11(b)(3) due to Congressional action recognizing the village.

Williams v. Bristol Bay Native Corporation

Citation: Case No. 3AN-18-06416 CI Year: 2018 Topics: Corporate

BBNC Stock transfer to inheritors dispute

Yellen v. Confederated Tribes of Chehalis Reservation

Citation: 141 S.Ct. 2434 (2021), Supreme Court of the United States Year: 2021 Topics: Corporate | Money | Tribal

Federally recognized Indian tribes brought actions challenging Treasury Secretary’s announcement that Alaska Native regional and village corporations (ANC) were eligible for emergency aid set aside for tribal governments under Coronavirus Aid, Relief, and Economic Security (CARES) Act.