Code of Alabama

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10A-2-7.32
Section 10A-2-7.32 Shareholder agreements. REPEALED IN THE 2019 REGULAR SESSION BY ACT
2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) An agreement
among the shareholders of a corporation that complies with this section is effective
among the shareholders and the corporation even though it is inconsistent with one or more
provisions of this chapter in that it: (1) Eliminates the authority of the board of directors
or restricts the discretion or powers of the board of directors; (2) Governs the authorization
or making of distributions whether or not in proportion to ownership of shares, subject to
the limitations in Section 10A-2-6.40; (3) Establishes who shall be directors or officers
of the corporation, or their terms of office or manner of selection or removal; (4) Governs,
in general or in regard to specific matters, the exercise or division of voting power by or
between the shareholders and directors or by or among any of them, including use of...
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10A-2A-7.32
Section 10A-2A-7.32 Stockholder agreements. (a) An agreement among the stockholders
of a corporation that complies with this section is effective among the stockholders
and the corporation even though it is inconsistent with one or more other provisions of this
chapter in that it: (1) eliminates the board of directors or restricts the discretion or powers
of the board of directors; (2) governs the authorization or making of distributions, regardless
of whether they are in proportion to ownership of stock, subject to the limitations in Section
10A-2A-6.40; (3) establishes who shall be directors or officers of the corporation, or their
terms of office or manner of selection or removal; (4) governs, in general or in regard to
specific matters, the exercise or division of voting power by or between the stockholders
and directors or by or among any of them, including use of weighted voting rights or director
proxies; (5) establishes the terms and conditions of any agreement for the transfer...
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37-6-3
Section 37-6-3 Enumerated powers. A cooperative shall have the power: (1) To sue and
be sued in its corporate name. (2) To adopt a corporate seal and alter the same at its pleasure.
(3) To generate, manufacture, purchase, acquire and transmit electric energy and to distribute,
sell, supply and dispose of electric energy to its members, to governmental agencies and political
subdivisions and to other persons; provided, however, that should a cooperative acquire any
electric facilities dedicated or devoted to the public use, it may continue to serve the persons
served directly from such facilities at the time of such acquisition without requiring that
such persons become members, and, provided further, that such nonmembers shall have the right
to become members upon nondiscriminatory terms. Cooperatives may not condition membership
or provision of service on compliance by the member with requirements not directly related
to the electric or other service to be provided by the cooperative....
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/37-6-3.htm - 19K - Match Info - Similar pages

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

37-11A-1
Section 37-11A-1 Execution and text of compact. The Governor, on behalf of this state,
shall execute a compact, in substantially the following form, with the State of Mississippi,
and the Legislature approves and ratifies the compact in the form substantially as follows:
Northeast Mississippi - Northwest Alabama Railroad Authority Compact. The contracting states
solemnly agree: Article I. The purpose of this compact is to promote and develop trade, commerce,
industry, and employment opportunities for the public good and welfare in northeast Mississippi
and northwest Alabama through the establishment of a joint interstate authority to acquire
certain railroad properties and facilities which the operator thereof has notified the Interstate
Commerce Commission of an intention to abandon and which are located in any of Franklin, Marion,
or Winston Counties, Alabama or in Alcorn or Tishomingo Counties, Mississippi. Article II.
This compact shall become effective immediately as to the State...
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10A-1-1.03
Section 10A-1-1.03 Definitions. As used in this title, unless the context otherwise
requires, the following terms mean: (1) AFFILIATE. A person who controls, is controlled by,
or is under common control with another person. An affiliate of an individual includes the
spouse, or a parent or sibling thereof, of the individual, or a child, grandchild, sibling,
parent, or spouse of any thereof, of the individual, or an individual having the same home
as the individual, or a trust or estate of which an individual specified in this sentence
is a substantial beneficiary; a trust, estate, incompetent, conservatee, protected person,
or minor of which the individual is a fiduciary; or an entity of which the individual is director,
general partner, agent, employee or the governing authority or member of the governing authority.
(2) ASSOCIATE. When used to indicate a relationship with: (A) a domestic or foreign entity
for which the person is: (i) an officer or governing person; or (ii) a beneficial...
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27-60-2
Section 27-60-2 Interstate Insurance Product Regulation Compact. The State of Alabama
hereby agrees to the following interstate compact known as the Interstate Insurance Product
Regulation Compact: ARTICLE I. PURPOSES. The purposes of this compact are, through means of
joint and cooperative action among the compacting states: 1. To promote and protect the interest
of consumers of individual and group annuity, life insurance, disability income, and long-term
care insurance products; 2. To develop uniform standards for insurance products covered under
the compact; 3. To establish a central clearinghouse to receive and provide prompt review
of insurance products covered under the compact and, in certain cases, advertisements related
thereto, submitted by insurers authorized to do business in one or more compacting states;
4. To give appropriate regulatory approval to those product filings and advertisements satisfying
the applicable uniform standard; 5. To improve coordination of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/27-60-2.htm - 45K - Match Info - Similar pages

10A-2-6.27
Section 10A-2-6.27 Restriction on transfer of shares and other securities. 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, bylaws, an agreement among shareholders,
or an agreement between shareholders and the corporation may impose restrictions on the transfer
or registration of transfer of shares of corporation. A restriction does not affect shares
issued before the restriction was adopted unless the holders of the shares are parties to
the restriction agreement or voted in favor of the restriction. (b) A restriction on the transfer
or registration of transfer of shares is valid and enforceable against the holder or a transferee
of the holder including an executor, administrator, trustee, guardian, conservator or other
fiduciary entrusted with like responsibility for the person or estate of the holder, provided
the restriction is authorized by this section and, as provided by...
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10A-2-7.22
Section 10A-2-7.22 Proxies. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A shareholder may vote his
or her shares in person or by proxy. An electronic transmission must contain or be accompanied
by information from which one can reasonably determine that the shareholder authorized the
transmission and that it is the shareholder who actually votes or corresponds on the transmission.
(b) A shareholder or his or her agent or attorney-in-fact may appoint a proxy to vote or otherwise
act for him or her by signing an appointment form or by means of an electronic transmission.
An electronic transmission must contain or be accompanied by information from which one can
determine that the shareholder, the shareholder's agent, or the shareholder's attorney-in-fact
authorized the transmission. (c) An appointment of a proxy is effective when a signed appointment
form or an electronic transmission of the appointment is...
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25-14-3
Section 25-14-3 Definitions. As used in this chapter, the following terms shall have
the following meanings: (1) ADMINISTRATIVE FEE. The fee charged to a client by a professional
employer organization for professional employer services. The term does not include any amount
of a fee by the professional employer organization that is for wages and salaries, benefits,
workers' compensation, payroll taxes, withholding, or other assessments paid by the professional
employer organization to or on behalf of covered employees under the professional employer
agreement. (2) CLIENT. A person or entity that enters into a professional employer agreement
with a professional employer organization, including a worksite employer. (3) CONTROLLING
PERSON. Any of the following: a. An officer or director of a corporation operating as a professional
employer organization, a shareholder holding 25 percent or more of the voting stock of a corporation
operating as a professional employer organization, or a...
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