Code of Alabama

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10A-2-13.28
Section 10A-2-13.28 Procedure if shareholder dissatisfied with offer to payment. REPEALED IN
THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT
CODE SUPPLEMENT. (a) A dissenter may notify the corporation in writing of his or her own estimate
of the fair value of his or her shares and amount of interest due, and demand payment of his
or her estimate, or reject the corporation's offer under Section 10A-2-13.25 and demand payment
of the fair value of his or her shares and interest due, if: (1) The dissenter believes that
the amount offered under Section 10A-2-13.25 is less than the fair value of his or her shares
or that the interest due is incorrectly calculated; (2) The corporation fails to make an offer
under Section 10A-2-13.25 within 60 days after the date set for demanding payment; or (3)
The corporation, having failed to take the proposed action, does not release the transfer
restrictions imposed on shares within 60 days after the date set...
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10A-2-14.04
Section 10A-2-14.04 Revocation of dissolution. REPEALED IN THE 2019 REGULAR SESSION BY ACT
2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A corporation
may revoke its dissolution within 120 days of its effective date. (b) Revocation of dissolution
must be authorized in the same manner as the dissolution was authorized unless that authorization
permitted revocation by action of the board of directors alone, in which event the board of
directors may revoke without shareholder action. (c) After the revocation of dissolution is
authorized, the corporation may revoke the dissolution by delivering to the judge of probate
for filing articles of revocation of dissolution, together with a copy of its articles of
dissolution, that set forth: (1) The name of the corporation; (2) The effective date of the
dissolution that was revoked; (3) The date that the revocation of dissolution was authorized;
(4) If the corporation's board of directors (or incorporators)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-14.04.htm - 2K - Match Info - Similar pages

10A-2-7.01
Section 10A-2-7.01 Annual meeting. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A corporation shall hold
a meeting of shareholders annually at a time stated or fixed in accordance with the bylaws.
(b) Annual shareholders' meetings may be held in or out of this state at the place stated
in or fixed in accordance with the bylaws. If no place is stated in or fixed in accordance
with the bylaws, annual meetings shall be held at the corporation's principal office. (c)
The failure to hold an annual meeting at the time stated in or fixed in accordance with a
corporation's bylaws does not affect the validity of any corporate action. (Acts 1994, No.
94-245, p. 343, §1; §10-2B-7.01; amended and renumbered by Act 2009-513, p. 967, §108.)...

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10A-2-8.21
Section 10A-2-8.21 Action without meeting. 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 or bylaws provide otherwise, action required or permitted by this chapter
to be taken at a board of directors' meeting may be taken without a meeting if the action
is taken by all members of the board. The action must be evidenced by one or more written
consents describing the action taken, signed by each director, and included in the minutes
or filed with the corporate records reflecting the action taken. (b) Action taken under this
section is effective when the last director signs the consent, unless the consent specifies
a different effective date. (c) A consent signed under this section has the effect of a meeting
vote and may be so described in any document. (Acts 1994, No. 94-245, p. 343, §1; §10-2B-8.21;
amended and renumbered by Act 2009-513, p. 967, §118.)...
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35-4-136
Section 35-4-136 Record of termination of action; microfilm. Where the action, proceeding,
or levy, notice of which has been entered in the lis pendens record, shall be terminated,
whether on the merits or not, the court wherein the same was pending may direct the judge
of probate who has custody of the record to make such entry thereof as he shall prescribe,
to give notice of the result of the action, proceeding, or levy and of the devolution of the
land, and the judge of probate shall at once, on presentation thereof, file and record an
entry and note the date of filing and recording on the record; provided, that where an application
has been made for an order of condemnation of land, or any interest therein, the probate judge
shall make such entry on his own motion. The officer or party filing such notice must, within
30 days after demand, enter on the margin of the record of the same satisfaction of such claim
under the lis pendens notice whenever the same shall have been fully...
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7-3-118
Section 7-3-118 Statute of limitations. (a) Note payable at a definite time. Except as provided
in subsection (e), an action to enforce the obligation of a party to pay a note payable at
a definite time must be commenced within six years after the due date or dates stated in the
note or, if a due date is accelerated, within six years after the accelerated due date. (b)
Note payable on demand. Except as provided in subsection (d) or (e), if demand for payment
is made to the maker of a note payable on demand, an action to enforce the obligation of a
party to pay the note must be commenced within six years after the demand. If no demand for
payment is made to the maker, an action to enforce the note is barred if neither principal
nor interest on the note has been paid for a continuous period of 10 years. (c) Unaccepted
draft. Except as provided in subsection (d), an action to enforce the obligation of a party
to an unaccepted draft to pay the draft must be commenced within three years...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/7-3-118.htm - 3K - Match Info - Similar pages

10-2B-7.06
Section 10-2B-7.06 Waiver of notice. (a) A shareholder may waive any notice required by the
Constitution of Alabama of 1901, this chapter, the articles of incorporation, or bylaws before
or after the date and time stated in the notice. The waiver must be in writing, be signed
by the shareholder entitled to the notice, and be delivered to the corporation for inclusion
in the minutes or filing with the corporate records. (b) A shareholder's attendance at a meeting:
(1) Waives objection to lack of notice or defective notice of the meeting, unless the shareholder
at the beginning of the meeting objects to holding the meeting or transacting business at
the meeting; (2) Waives objection to consideration of a particular matter at the meeting that
is not within the purpose or purposes described in the meeting notice, unless the shareholder
objects to considering the matter before action is taken on the matter. (Acts 1994, No. 94-245,
p. 343, §1.)...
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10A-2-7.27
Section 10A-2-7.27 Greater quorum or voting requirements. REPEALED IN THE 2019 REGULAR SESSION
BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a)
The articles of incorporation may provide for a greater quorum or voting requirement for shareholders,
or voting groups of shareholders, than is provided for by this title or this chapter. (b)
An amendment to the articles of incorporation that adds, changes, or deletes a greater quorum
or voting requirement must meet the same quorum requirement and be adopted by the same vote
and voting groups required to take action under the quorum and voting requirements then in
effect or proposed to be adopted, whichever is greater. (Acts 1994, No. 94-245, p. 343, §1;
§10-2B-7.27; amended and renumbered by Act 2009-513, p. 967, §110.)...
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10A-2A-2.02
Section 10A-2A-2.02 Certificate of incorporation. Notwithstanding Section 10A-1-3.05: (a) The
certificate of incorporation must set forth: (1) a corporate name for the corporation that
satisfies the requirements of Article 5 of Chapter 1; (2) the number of shares of stock the
corporation is authorized to issue; (3) the street and mailing addresses of the corporation's
initial registered office, the county within this state in which the street and mailing address
is located, and the name of the corporation's initial registered agent at that office as required
by Article 5 of Chapter 1; and (4) the name and address of each incorporator. (b) The certificate
of incorporation may set forth: (1) the names and addresses of the individuals who are to
serve as the initial directors; (2) provisions not inconsistent with law regarding: (i) the
purpose or purposes for which the corporation is organized; (ii) managing the business and
regulating the affairs of the corporation; (iii) defining,...
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41-9-80.7
Section 41-9-80.7 THIS SECTION WAS ASSIGNED BY THE CODE COMMISSIONER IN THE 2019 REGULAR SESSION,
EFFECTIVE JUNE 10, 2019. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) If a person knowingly
and willfully fails to give notice in violation of Section 41-9-80.3, the Securities Commission,
after notice and hearing pursuant to the Alabama Administrative Procedure Act, may impose
an assessment of up to the amount of the payment or obligation to pay and a civil penalty
of up to one thousand dollars ($1,000) or ten percent of the payment or obligation to pay,
whichever is greater. (b)(1) If a person fails to pay the assessment and civil penalty imposed
by subsection (a), the assessment and civil penalty may be recovered from the person by an
action brought by the Securities Commission in any court of competent jurisdiction. (2) Notwithstanding
any provision of law to the contrary, an alleged failure by a convicted individual to give
notice under Section 41-9-80.3 may not result in...
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