10A-2A-1.40
Section 10A-2A-1.40 Chapter definitions. Notwithstanding Section 10A-1-1.03, as used in this chapter, unless otherwise specified or unless the context otherwise requires, the following terms have the following meanings: (1) AUTHORIZED STOCK means the stock of all classes and series a corporation or foreign corporation is authorized to issue. (2) BENEFICIAL STOCKHOLDER means a person who owns the beneficial interest in stock, which is either a record stockholder or a person on whose behalf shares of stock are registered in the name of an intermediary or nominee. (3) CERTIFICATE OF INCORPORATION means the certificate of incorporation described in Section 10A-2A-2.02, all amendments to the certificate of incorporation, and any other documents permitted or required to be delivered for filing by a corporation with the Secretary of State under this chapter or Chapter 1 that modify, amend, supplement, restate, or replace the certificate of incorporation. After an amendment of the certificate...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-1.40.htm - 13K - Match Info - Similar pages
10A-30-2.03
Section 10A-30-2.03 Formation of a close corporation; applicable to corporations formed as close corporations before January 1, 1995. A close corporation which was formed in accordance with former Sections 10-2A-90 through 10-2A-96 must have been authorized by the affirmative vote of all holders of and subscribers to shares of the corporation, and: (1) The certificate of formation contains a heading stating the name of the corporation and that it is a close corporation; and (2) The certificate of formation contains the provisions required by Section 10A-30-2.02; and (3) Each certificate for shares conspicuously notes the fact that the corporation is a close corporation and make reference to the restriction on transfer of shares set forth in the certificate of formation. (Acts 1980, No. 80-633, p. 1094, §163; §10-2A-302; amended and renumbered by Act 2009-513, p. 967, §372; Act 2019-94, §2.)...
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10A-3-5.03
Section 10A-3-5.03 Approval of merger or consolidation. (a) A plan of merger or consolidation shall be adopted in the following manner: (1) If the members of any merging or consolidating nonprofit corporation are entitled to vote thereon, the board of directors of the nonprofit corporation shall adopt a resolution approving the proposed plan and directing that it 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 setting forth the proposed plan or a summary thereof 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 meeting of members. The proposed plan 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) If any merging or consolidating nonprofit corporation has no members, or no members entitled to vote...
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11-65-10
Section 11-65-10 Powers and duties of commission. When authorized by one or more elections as provided in Section 11-65-4, a commission shall have the powers and duties necessary to license, regulate, and supervise horse racing and pari-mutuel wagering thereon and greyhound racing and pari-mutuel wagering thereon within the commission municipal jurisdiction, including, without limiting the generality of the foregoing, the powers and duties hereinafter set forth in this section or in other sections of this chapter. (1) A commission shall have succession in perpetuity, subject only to the provisions of this chapter as it may be amended from time to time. (2) A commission shall have the power to sue and be sued in its own name in civil suits and actions and to defend suits against it. (3) A commission shall have the power to adopt and make use of an official seal and to alter the same at pleasure. (4) A commission shall have the power to adopt, alter, and repeal bylaws, regulations and...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-65-10.htm - 26K - Match Info - Similar pages
11-88-5
Section 11-88-5 Authorization and procedure for amendment of certificate of incorporation. (a) The certificate of incorporation of any authority incorporated under the provisions of 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 the determining 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...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-88-5.htm - 10K - Match Info - Similar pages
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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22-21-74
Section 22-21-74 Incorporation - Certificate of incorporation - Filing; amendments. (a) The certificate of incorporation shall have attached thereto a certified copy of the resolution provided for in Section 22-21-73 and a certificate by the Secretary of State of the State of Alabama that the name proposed for the corporation is not identical with that of any other corporation in this state. The certificate of incorporation shall be signed and acknowledged by the incorporators before an officer authorized by the laws of this state to take acknowledgment of deeds and, with the documents attached, may be filed with the judge of probate of the county, who shall forthwith receive and record the same. When the certificate of incorporation and the documents attached have been filed as provided in this section, the corporation referred to therein and composed of the incorporators named therein shall come into existence and shall constitute a body corporate and politic under the name set forth...
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45-25-250.02
Section 45-25-250.02 Amendment of 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)(l) 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 DeKalb 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 territory...
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45-29-140.03
Section 45-29-140.03 Amendment of 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 Fayette 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 territory...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-29-140.03.htm - 5K - Match Info - Similar pages
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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