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10A-1-3.24
Section 10A-1-3.24 Rights of officers in certain cases. (a) In discharging a duty or exercising
a power, an officer of a domestic entity, in good faith and ordinary care, may rely on information,
opinions, reports, or statements, including financial statements and other financial data,
concerning the entity or another person and prepared or presented by: (1) another officer
or an employee of the entity; (2) legal counsel; (3) a public accountant or certified public
accountant; (4) an investment banker; or (5) a person who the officer reasonably believes
possesses professional expertise in the matter. (b) An officer may not in good faith rely
on the information described by subsection (a) if the officer has knowledge of a matter that
makes the reliance unwarranted. (Act 2009-513, p. 967, ยง18.)...
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10A-1-3.21
Section 10A-1-3.21 Rights of governing persons in certain cases. (a) In discharging a duty
or exercising a power, a governing person, including a governing person who is a member of
a committee, in good faith and with ordinary care, may rely on information, opinions, reports,
or statements, including financial statements and other financial data, concerning a domestic
entity or another person and prepared or presented by: (1) an officer or employee of the entity;
(2) legal counsel; (3) a public accountant or certified public accountant; (4) an investment
banker; (5) a person who the governing person reasonably believes possesses professional expertise
in the matter; or (6) a committee of the governing authority of which the governing person
is not a member. (b) A governing person may not in good faith rely on the information described
by subsection (a) if the governing person has knowledge of a matter that makes the reliance
unwarranted. (c) A governing person held liable on a claim is...
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10A-2-8.42
Section 10A-2-8.42 Standards of conduct for officers. REPEALED IN THE 2019 REGULAR SESSION
BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a)
An officer with discretionary authority shall discharge his or her duties under that authority:
(1) In good faith; (2) With the care an ordinarily prudent person in a like position would
exercise under similar circumstances; and (3) In a manner he or she reasonably believes to
be in the best interests of the corporation. (b) In discharging his or her duties an officer
is entitled to rely on information, opinions, reports, or statements, including financial
statements and other financial data, if prepared or presented by: (1) One or more officers
or employees of the corporation whom the officer reasonably believes to be reliable and competent
in the matters presented; or (2) Legal counsel, public accountants, certified public accountants,
or other persons as to matters the officer reasonably believes are...
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10A-2A-8.42
Section 10A-2A-8.42 Standards of conduct for officers. Notwithstanding Division C of Article
3 of Chapter 1: (a) An officer, when performing in his or her capacity as such, has the duty
to act: (1) in good faith; (2) with the care that a person in a like position would reasonably
exercise under similar circumstances; and (3) in a manner the officer reasonably believes
to be in the best interests of the corporation. (b) The duty of an officer includes the obligation:
(1) to inform the superior officer to whom, or the board of directors or the board committee
to which, the officer reports of information about the affairs of the corporation known to
the officer, within the scope of the officer's functions, and known to the officer to be material
to that superior officer, board of directors or board committee; and (2) to inform his or
her superior officer, or another appropriate person within the corporation, or the board of
directors, or a board committee, of any actual or probable...
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5-5A-44
Section 5-5A-44 Acquisition of majority of voting shares of a bank; procedure. (a) No person,
acting directly or indirectly or through or in concert with one or more persons, may acquire
control of a state bank or of any corporation or other entity having control of a state bank,
unless an application is filed with the superintendent for review of the proposed transaction
and for his or her action, if any, as provided in this section. (b) The application shall
be on a form prescribed by the superintendent and shall be made under oath. The application
must contain all information that the superintendent by regulation requires to be furnished
in an application, as well as any information that the superintendent orders to be included
in the particular application being filed and shall be accompanied by the filing fee prescribed
by the Banking Board. For the purposes of this section, the Banking Board may reduce or waive
any prescribed fees for applications where a change of control...
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40-27-1
Section 40-27-1 Compact adopted; terms. The following Multistate Tax Compact is hereby approved,
adopted and enacted into law by the State of Alabama: Multistate Tax Compact Article I. Purposes.
The purposes of this compact are to: 1. Facilitate proper determination of state and local
tax liability of multistate taxpayers, including the equitable apportionment of tax bases
and settlement of apportionment disputes. 2. Promote uniformity or compatibility in significant
components of tax systems. 3. Facilitate taxpayer convenience and compliance in the filing
of tax returns and in other phases of tax administration. 4. Avoid duplicative taxation. Article
II. Definitions. As used in this compact: 1. "State" means a state of the United
States, the District of Columbia, the Commonwealth of Puerto Rico, or any territory or possession
of the United States. 2. "Subdivision" means any governmental unit or special district
of a state. 3. "Taxpayer" means any corporation, partnership, firm,...
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10A-2-8.30
Section 10A-2-8.30 General standards for directors. REPEALED IN THE 2019 REGULAR SESSION BY
ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A director
shall discharge his or her duties as a director, including duties as a member of a committee:
(1) In good faith; (2) With the care an ordinarily prudent person in a like position would
exercise under similar circumstances; and (3) In a manner the director believes to be in the
best interests of the corporation. (b) In discharging his or her duties, a director is entitled
to rely on information, opinions, reports, or statements, including financial statements and
other financial data, if prepared or presented by: (1) One or more officers or employees of
the corporation whom the director reasonably believes to be reliable and competent in the
matters; (2) Legal counsel, public accountants, certified public accountants, or other persons
as to matters the director reasonably believes are within the...
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36-25-1
Section 36-25-1 Definitions. Whenever used in this chapter, the following words and terms shall
have the following meanings: (1) BUSINESS. Any corporation, partnership, proprietorship, firm,
enterprise, franchise, association, organization, self-employed individual, or any other legal
entity. (2) BUSINESS WITH WHICH THE PERSON IS ASSOCIATED. Any business of which the person
or a member of his or her family is an officer, owner, partner, board of director member,
employee, or holder of more than five percent of the fair market value of the business. (3)
CANDIDATE. This term as used in this chapter shall have the same meaning ascribed to it in
Section 17-5-2. (4) COMMISSION. The State Ethics Commission. (5) COMPLAINT. Written allegation
or allegations that a violation of this chapter has occurred. (6) COMPLAINANT. A person who
alleges a violation or violations of this chapter by filing a complaint against a respondent.
(7) CONFIDENTIAL INFORMATION. A complaint filed pursuant to this...
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36-25-4
Section 36-25-4 State Ethics Commission - Duties; complaint; investigation; hearings; fees;
finding of violation. (a) The commission shall do all of the following: (1) Prescribe forms
for statements required to be filed by this chapter and make the forms available to persons
required to file such statements. (2) Prepare guidelines setting forth recommended uniform
methods of reporting for use by persons required to file statements required by this chapter.
(3) Accept and file any written information voluntarily supplied that exceeds the requirements
of this chapter. (4) Develop, where practicable, a filing, coding, and cross-indexing system
consistent with the purposes of this chapter. (5) Make reports and statements filed with the
commission available during regular business hours and online via the Internet to public inquiry
subject to such regulations as the commission may prescribe. (6) Preserve reports and statements
for a period consistent with the statute of limitations as...
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10A-2A-8.30
Section 10A-2A-8.30 Standards of conduct for directors. Notwithstanding Division C of Article
3 of Chapter 1: (a) Each member of the board of directors, when discharging the duties of
a director, shall act: (i) in good faith, and (ii) in a manner the director reasonably believes
to be in the best interests of the corporation. (b) The members of the board of directors
or a board committee, when becoming informed in connection with their decision-making function
or devoting attention to their oversight function, shall discharge their duties with the care
that a person in a like position would reasonably believe appropriate under similar circumstances.
(c) In discharging board of directors or board committee duties, a director shall disclose,
or cause to be disclosed, to the other board of directors or board committee members information
not already known by them but known by the director to be material to the discharge of their
decision-making or oversight functions, except that...
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