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10A-5-7.01
Section 10A-5-7.01 Events of dissolution. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144
EFFECTIVE JANUARY 1, 2017. A limited liability company is dissolved and its affairs shall
be wound up upon occurrence of the first of the following events: (1) Events specified in
the governing documents. (2) Written consent of all members to dissolve. (3) When there is
no remaining member, unless either of the following applies: a. The holders of all the financial
rights in the limited liability company agree in writing, within 90 days after the cessation
of membership of the last member, to continue the legal existence and business of the limited
liability company and to appoint one or more new members. b. The legal existence and business
of the limited liability company is continued and one or more new members are appointed in
the manner stated in the governing documents. (4) When the limited liability company is not
the successor limited liability company in the merger or consolidation...
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23-1-318
Section 23-1-318 Dissolution. At any time when no securities of any kind of the authority,
whether issued under this article or under authorization contained in any other act, are outstanding,
the authority may be dissolved upon the filing with the Secretary of State of an application
for dissolution, which shall be subscribed by each of the members of the authority and which
shall be sworn to by each such member before an officer authorized to take acknowledgments
to deeds. Upon the filing of said application for dissolution, the authority shall cease and
any property owned by it at the time of its dissolution shall pass to the State of Alabama.
The Secretary of State shall file and record the application for dissolution in an appropriate
book of record in his office and shall make and issue, under the Great Seal of the State,
a certificate that the authority is dissolved and shall record the said certificate with the
application for dissolution. (Acts 1976, No. 565, p. 764, §19.)...
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10A-3-7.01
Section 10A-3-7.01 Voluntary dissolution - Procedure. (a) A nonprofit corporation may dissolve
and wind up its affairs in the following manner: (1) If there are members entitled to vote
thereon, the board of directors shall adopt a resolution recommending that the nonprofit corporation
be dissolved, and directing that the question of the dissolution be submitted to a vote at
a meeting of members entitled to vote thereon, which may be either an annual or a special
meeting. Written notice stating that the purpose, or one of the purposes, of the meeting is
to consider the advisability of dissolving the nonprofit corporation, shall be given to each
member entitled to vote at the meeting, within the time and in the manner provided in this
chapter for the giving of notice of meetings of members. A resolution to dissolve the nonprofit
corporation shall be adopted upon receiving at least two-thirds of the votes entitled to be
cast by members present or represented by proxy at the meeting. (2)...
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10A-2-16.01
Section 10A-2-16.01 Corporate records. 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
keep as permanent records minutes of all meetings of its shareholders and board of directors,
a record of all actions taken by the shareholders or board of directors without a meeting,
and a record of all actions taken by a committee of the board of directors in place of the
board of directors on behalf of the corporation. (b) A corporation shall maintain appropriate
accounting records. (c) A corporation or its agent shall maintain a record of its shareholders,
in a form that permits preparation of a list of the names and addresses of all shareholders,
in alphabetical order by class or shares showing the number and class of shares held by each.
(d) A corporation shall maintain its records in written form or in another form capable of
conversion into written form within a reasonable time. (e) Each...
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11-89-36
Section 11-89-36 Dissolution. Upon dissolution of a special corporation, all assets of the
corporation shall be vested in the district. The dissolution may occur by expiration of the
corporate life of the special corporation by the terms of its certificate of incorporation,
or by adoption of a resolution to dissolve by the board of directors of the special corporation,
if it has no bonds outstanding. (Acts 1994, No. 94-707, p. 1370, §7.)...
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19-3-7
Section 19-3-7 Registration of securities held by corporate fiduciary in name of nominee of
such fiduciary. Repealed by Act 2006-216, p. 314, §5, effective January 1, 2007. (Acts 1951,
No. 102, p. 323.)...
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22-10C-5
Section 22-10C-5 (Effective until September 30, 2021, unless extended by the Legislature.)
Dissolution of commission. The commission shall dissolve on September 30, 2021, unless continued
by act of the Legislature. (Act 2016-356, §5.)...
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30-3D-314
Section 30-3D-314 Limited immunity of petitioner. (a) Participation by a petitioner in a proceeding
under this chapter before a responding tribunal, whether in person, by private attorney, or
through services provided by the support enforcement agency, does not confer personal jurisdiction
over the petitioner in another proceeding. (b) A petitioner is not amenable to service of
civil process while physically present in this state to participate in a proceeding under
this chapter. (c) The immunity granted by this section does not extend to civil litigation
based on acts unrelated to a proceeding under this chapter committed by a party while physically
present in this state to participate in the proceeding. (Act 2015-284, §1.)...
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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...
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10A-2A-14.03
Section 10A-2A-14.03 Certificate of dissolution. (a) At any time after dissolution is authorized,
the corporation may dissolve by delivering to the Secretary of State for filing a certificate
of dissolution setting forth: (1) the name of the corporation; (2) the date that dissolution
was authorized; (3) if dissolution was approved by the stockholders, a statement that the
proposal to dissolve was duly approved by the stockholders in the manner required by this
chapter and by the certificate of incorporation; and (4) the unique identifying number or
other designation as assigned by the Secretary of State. (b) The certificate of dissolution
shall take effect at the effective date determined in accordance with Article 4 of Chapter
1. A corporation is dissolved upon the effective date of its certificate of dissolution. (c)
For purposes of this Division A of this Article 14, "dissolved corporation" means
a corporation whose certificate of dissolution has become effective and includes a...
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