|
10A-30-2.12
Section 10A-30-2.12 Shareholders' option to dissolve corporation; applicable to corporations
formed as close corporations or electing close corporation status prior to January 1, 1995.
(a) The certificate of formation of any close corporation may include a provision granting
to any shareholder, or to the holders of any specified number or percentage of shares of any
class of shares, an option to have the corporation dissolved at will or upon the occurrence
of any specified event or contingency. Whenever any such option to dissolve is exercised,
the shareholders exercising the option shall give written notice thereof to all other shareholders.
After the expiration of 30 days following the sending of the notice, the dissolution of the
corporation shall proceed as if the required number of shareholders having voting power had
consented in writing to dissolution of the corporation as provided by the Alabama Business
Corporation Law. (b) If the certificate of formation as originally filed...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-30-2.12.htm - 2K - Match Info - Similar pages
27-27-3
Section 27-27-3 Power of domestic insurers to indemnify directors, etc. Without limiting
the powers and authorities of domestic insurers, as provided in Section 27-27-61, a
domestic insurer shall have the power and is hereby authorized to indemnify any director,
officer, or employee, or former director, officer, or employee of the corporation, or any
person who may have served at its request as a director or officer of another corporation
in which it owns shares of capital stock or of which it is a creditor against expenses actually
and reasonably incurred by him in connection with the defense of any action or proceeding,
civil or criminal, in which he is made a party by reason of being, or having been, such director
or officer, except in relation to matters as to which he shall be adjudged in such action
or proceeding to be liable for negligence or misconduct in the performance of duty to the
corporation and to make any other indemnification that shall be authorized by the articles
of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/27-27-3.htm - 1K - Match Info - Similar pages
10A-2-8.63
Section 10A-2-8.63 Shareholders' action. REPEALED IN THE 2019 REGULAR SESSION BY ACT
2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) Shareholders'
action respecting a transaction is effective for purposes of Section 10A-2-8.61(b)(2)
if a majority of the votes entitled to be cast by the holders of all qualified shares were
cast in favor of the transaction after (1) notice to shareholders describing the director's
conflicting interest transactions, (2) provision of the information referred to in subsection
(d), and (3) required disclosure to the shareholders who voted on the transaction, to the
extent the information was not known by them. (b) For purposes of this section, "qualified
shares" means any shares entitled to vote with respect to the director's conflicting
interest transaction except shares that, to the knowledge, before the vote, of the secretary,
or other officer or agent of the corporation authorized to tabulate votes, are beneficially...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-8.63.htm - 2K - Match Info - Similar pages
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,...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-2.02.htm - 4K - Match Info - Similar pages
8-9A-1
Section 8-9A-1 Definitions. As used in this chapter: (1) AFFILIATE. a. A person who
directly or indirectly owns, controls, or holds with power to vote, 20 percent or more of
the outstanding voting securities of the debtor, other than a person who holds the securities,
1. As a fiduciary or agent without sole discretionary power to vote the securities; or 2.
Solely to secure a debt, if the person has not exercised the power to vote; b. A corporation
20 percent or more of whose outstanding voting securities are directly or indirectly owned,
controlled, or held with power to vote, by the debtor or a person who directly or indirectly
owns, controls, or holds, with power to vote, 20 percent or more of the outstanding voting
securities of the debtor, other than a person who holds the securities, 1. As a fiduciary
or agent without sole power to vote the securities; or 2. Solely to secure a debt, if the
person has not in fact exercised the power to vote; c. A person whose business is operated...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/8-9A-1.htm - 5K - Match Info - Similar pages
8-9B-2
Section 8-9B-2 Definitions. As used in this chapter: (1) "Affiliate" means:
(i) a person that directly or indirectly owns, controls, or holds with power to vote, 20 percent
or more of the outstanding voting securities of the debtor, other than a person that holds
the securities: (A) as a fiduciary or agent without sole discretionary power to vote the securities;
or (B) solely to secure a debt, if the person has not in fact exercised the power to vote;
(ii) a corporation 20 percent or more of whose outstanding voting securities are directly
or indirectly owned, controlled, or held, with power to vote, by the debtor or a person that
directly or indirectly owns, controls, or holds, with power to vote, 20 percent or more of
the outstanding voting securities of the debtor, other than a person that holds the securities:
(A) as a fiduciary or agent without sole discretionary power to vote the securities; or (B)
solely to secure a debt, if the person has not in fact exercised the power to...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/8-9B-2.htm - 6K - Match Info - Similar pages
10A-4-3.01
Section 10A-4-3.01 Issuance and transfer of shares. (a) A domestic professional corporation
may issue shares, fractional shares, and rights or options to purchase shares only to qualified
persons. (b) Where deemed necessary by the licensing authority for any profession in order
to prevent violations of the ethical standards of the profession, the licensing authority
may, within its rule-making power, by rule further restrict, condition, or abridge the authority
of domestic professional corporations to issue shares, but no rule shall, of itself, have
the effect of causing a shareholder of a professional corporation at the time the rule becomes
effective to become a disqualified person unless and to the extent specified by the licensing
authority. (c) A shareholder of a domestic professional corporation may transfer or pledge
shares, fractional shares, and rights or options to purchase shares of the professional corporation
only to qualified persons. (d) Any issuance or transfer of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-4-3.01.htm - 2K - Match Info - Similar pages
11-99A-6
Section 11-99A-6 Powers of a district. Any district shall have the following powers,
in addition to those stated elsewhere in this chapter: (1) To have perpetual existence, subject
to termination as herein provided. (2) To have and use a corporate seal, but the use of a
corporate seal on any document shall not be required for the validity of a document or the
due execution and delivery thereof. (3) To sue and to be sued and to be a party to suits,
actions, and proceedings, but subject to the limitations on liability and the immunity granted
in this chapter. (4) To enter into contracts and agreements affecting the affairs of the district,
including contracts with the United States of America and any other public person. (5) To
borrow money and to incur indebtedness and to evidence the same by bonds, all without an election.
(6) To acquire and dispose of land, real property, personal property, and interests therein
of any nature. (7) To acquire, construct, install, and operate...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-99A-6.htm - 5K - Match Info - Similar pages
34-13-12
Section 34-13-12 Truthfulness of documentary information; rights and obligations of
funeral establishment; liability. (a) Any person signing a funeral service agreement, cremation
authorization form, or any other authorization for disposition by his or her signature shall
attest to the truthfulness of any facts set forth in the document including, but not limited
to, the identity of the decedent whose remains are to be buried, cremated, or otherwise disposed
of and the authority of the person to order the disposition. A funeral establishment may rely
on a funeral service agreement, contract, or authorization in carrying out the instructions
of the person the funeral establishment reasonably believes to hold the right of disposition.
A funeral establishment is not responsible for contacting or independently investigating the
existence of any next-of-kin or relative of a decedent. If there is more than one person in
a class with equal priority and the funeral establishment has no...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/34-13-12.htm - 1K - Match Info - Similar pages
34-29-69
Section 34-29-69 Powers of board. The board shall be a body corporate and shall have
the power to do all of the following: (1) Examine and determine the qualifications and fitness
of applicants for a license to practice veterinary medicine in the state. (2) Issue, renew,
deny, suspend, and revoke licenses, issue private reprimands and private informed admonitions
to practitioners who practice veterinary medicine in this state, or otherwise discipline or
censure veterinary professionals, irrespective of their licensure status, whether active,
inactive, expired, lapsed, surrendered, or disciplined, relative to acts, omissions, complaints,
and investigations which occurred during the licensure period consistent with this article.
(3) Conduct investigations for the purpose of discovering violations of this article or grounds
for disciplining licensed veterinary professionals or other non-licensed individuals pursuant
to the administrative code of the board and appoint individuals and...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/34-29-69.htm - 7K - Match Info - Similar pages
|