Code of Alabama

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45-47-250.03
Section 45-47-250.03 Amendment to certificate of incorporation. (a) The certificate
of incorporation of the authority incorporated under this article may at any time, and from
time to time, be amended in the manner provided in this section. (b)(1) The board of
directors of the authority shall first adopt a resolution proposing an amendment to the certificate
of incorporation which shall be set forth in full in the resolution and which amendment may
include: a. A change in the name of the authority. b. The addition to the service area of
the authority of new territory lying within Marion County. c. Provisions for the operation
of a system or facility the operation of which is not then provided for in the certificate
of incorporation of the authority and which the authority is authorized by this article to
operate. d. Any matters which might have been included in the original certificate of incorporation.
e. Provisions for the addition to the service area of the authority of new...
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10A-2-12.02
Section 10A-2-12.02 Sale of assets other than in regular course of business. REPEALED
IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT
CODE SUPPLEMENT. (a) Subject to the limitations of the Constitution of Alabama of 1901, as
the same may be amended from time to time, a corporation may sell, lease, exchange, or otherwise
dispose of all, or substantially all, of its property, with or without the good will, otherwise
than in the usual and regular course of business on the terms and conditions and for the consideration
determined by the corporation's board of directors, if the board of directors proposes and
its shareholders approve the proposed transaction. (b) For a transaction to be authorized:
(1) The board of directors must recommend the proposed transaction to the shareholders unless
the board of directors determines that because of a conflict of interest or other special
circumstances it should make no recommendation and communicates...
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11-89-5
Section 11-89-5 Authorization and procedure for amendment of certificate of incorporation.
(a) The certificate of incorporation of any district incorporated under the provisions of
this chapter may at any time and from time to time be amended in the manner provided in this
section. (b)(1) The board of directors of the district shall first adopt a resolution
proposing an amendment to the certificate of incorporation which shall be set forth in full
in the said resolution and which amendment may include: a. A change in the name of the district;
b. The addition to the service area of the district of new territory lying within any municipality
or, in the case of territory not lying within any municipality, any county in which the district's
then existing service area lies; c. Provisions for the operation of a system or facility the
operation of which is not then provided for in the certificate of incorporation of the district
and which the district is authorized by this chapter to operate;...
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37-7-21
Section 37-7-21 Amendment of certificate of incorporation. A corporation created under
this chapter may amend its certificate of incorporation to change its corporate name, to increase
or reduce the number of its directors or to change any other provision therein, provided,
however, that no corporation shall amend its certificate of incorporation to embody therein
any purpose, power or provision which would not be authorized if its original certificate,
including such additional or changed purpose, power or provision, were offered for filing
at the time a certificate under this section is offered. Such amendment may be accomplished
by filing a certificate which shall be entitled and endorsed "CERTIFICATE OF AMENDMENT
OF _____ ELECTRIC MEMBERSHIP CORPORATION" and state: The name of the corporation, and
if it has been changed, the name under which it was originally incorporated; the date of filing
the certificate of incorporation in each public office where filed; the purposes, powers or...

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45-30-250.03
Section 45-30-250.03 Amendment to certificate of incorporation. (a) The certificate
of incorporation of the authority incorporated under this article may at any time and from
time to time be amended in the manner provided in this section. (b)(1) The board of
directors of the authority shall first adopt a resolution proposing an amendment to the certificate
of incorporation which shall be set forth in full in the resolution. The amendment may include
any of the following: a. A change in the name of the authority. b. The addition to the service
area of the authority of new territory lying within Franklin County. c. Provisions for the
operation of a system or facility not currently provided for in the certificate of incorporation
of the authority for which the authority is authorized by this article to operate. d. Any
matters which could have been included in the original certificate of incorporation. e. Provisions
for the addition to the service area of the authority of new territory...
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45-38-141.03
Section 45-38-141.03 Amendment of certificate of incorporation. (a) The certificate
of incorporation of the authority incorporated under this part may at any time and from time
to time be amended in the manner provided in this section. (b)(1) The board of directors
of the authority shall first adopt a resolution proposing an amendment to the certificate
of incorporation which shall be set forth in full in the resolution and which amendment may
include any or all of the following: a. A change in the name of the authority. b. The addition
to the service area of the authority of new territory lying within Lamar County. c. Provisions
for the operation of a system or facility the operation of which is not then provided for
in the certificate of incorporation of the authority and which the authority is authorized
by this part to operate. d. Any matters which might have been included in the original certificate
of incorporation. e. Provisions for the addition to the service area of the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-38-141.03.htm - 6K - Match Info - Similar pages

10A-2-6.23
Section 10A-2-6.23 Share dividends. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94
EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) Unless the articles
of incorporation provide otherwise, shares may be issued pro rata and without consideration
to the corporation's shareholders of one or more classes or series. An issuance of shares
under this subsection is a share dividend. (b) Shares of one class or series may not be issued
as a share dividend in respect of shares of another class or series unless (1) the articles
of incorporation so authorize, (2) a majority of the votes entitled to be cast by the class
or series to be issued approve the issue, or (3) there are no outstanding shares of the class
or series to be issued. (c) An issuance of shares under this section must also meet
the requirements of the Constitution of Alabama of 1901, as the same may be amended from time
to time. (d) If the board of directors does not fix the record date for determining...
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10A-2-6.40
Section 10A-2-6.40 Distributions to shareholders. REPEALED IN THE 2019 REGULAR SESSION
BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a)
A board of directors may authorize and the corporation may make distributions subject to restriction
by the articles of incorporation and the limitation in subsection (c). (b) If the board of
directors does not fix the record date for determining shareholders entitled to a distribution
other than one involving a repurchase or reacquisition of shares, it is the date the board
of directors authorizes the distribution. (c) No distribution may be made if, after giving
it effect: (1) The corporation would not be able to pay its debts as they become due in the
usual course of business; or (2) The corporation's total assets would be less than the sum
of its total liabilities plus, unless the articles of incorporation permit otherwise, the
amount that would be needed, if the corporation were to be dissolved at the time...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-6.40.htm - 3K - Match Info - Similar pages

11-92A-5
Section 11-92A-5 Articles of incorporation. (a) The articles of incorporation of an
authority shall state all of the following: (1) A designation of the authorized operational
area of the authority, including the name or names of each county within such authorized operational
area. (2) The names of the incorporators of the authority and that each of them is a resident
of a county within the authorized operational area of the authority. (3) The name of the authority,
which may be a name indicating in a general way the geographic area proposed to be served
by the authority and shall include the words "Industrial Development Authority"
(e.g., "The ___ Industrial Development Authority" or "The Industrial Development
Authority of ___," the blank space to be filled in with a geographically descriptive
word or words, but the descriptive word or words shall not preclude the authority from exercising
its powers in other geographic areas). If more than one county is included in an...
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22-21-174
Section 22-21-174 Incorporation - Certificate of incorporation - Amendment. The certificate
of incorporation of any public corporation incorporated under this article may, at any time
and from time to time, be amended in the following manner: (1) The board of directors of the
corporation shall adopt a resolution setting forth the proposed amendment, which may include
any proposed change in the name of such corporation, the inclusion of another municipality
or municipalities as members thereof (provided each of such other municipalities is located,
in whole or in part, in the county which is a member of the corporation) and any matter which
might originally have been included in the certificate of incorporation. (2) If the governing
body of the county and of each other member of the corporation and the governing body of each
municipality, if any, which it is proposed shall be added as a member of the corporation shall
by resolution consent to such proposed amendment, the chairman and...
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31 through 40 of 194 similar documents, best matches first.
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