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10A-2A-11.04
Section 10A-2A-11.04 Action on a plan of merger or stock exchange. In the case of a corporation
that is a constituent organization or the acquired entity in a stock exchange, the plan of
merger or stock exchange shall be adopted in the following manner: (a) The plan of merger
or stock exchange shall first be adopted by the board of directors. (b) Except as provided
in subsections (h), (j), and (l) and in Section 10A-2A-11.05, the plan of merger or stock
exchange shall then be approved by the stockholders. In submitting the plan of merger or stock
exchange to the stockholders for approval, the board of directors shall recommend that the
stockholders approve the plan or, in the case of an offer referred to in subsection (j)(2),
that the stockholders tender their stock to the offeror in response to the offer, unless (i)
the board of directors makes a determination that because of conflicts of interest or other
special circumstances it should not make a recommendation or (ii) Section...
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40-18-6
Section 40-18-6 Gain or loss - Basis of property; adjusted basis. (a) Basis (unadjusted) of
property. The basis of property shall be the cost of the property with the following exceptions:
(1) INVENTORY VALUE. If the property should have been included in the last inventory, the
basis shall be the last inventory value thereof. (2) GIFT or TRANSFER IN TRUST. If the property
was acquired by gift or by a transfer in trust the basis shall be determined in accordance
with 26 U.S.C. § 1015. If property was acquired by gift or transfer in trust on or after
December 31, 1932 and prior to March 15, 1985, the basis shall be the fair and reasonable
market value of the property at the time of the acquisition. (3) PROPERTY TRANSMITTED AT DEATH.
If the property was acquired from a decedent, the taxpayer's basis in the property shall be
determined in accordance with 26 U.S.C. § 1014. (4) PROPERTY ACQUIRED UPON LIKE-KIND EXCHANGE.
If the property was acquired upon an exchange described in subsection...
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22-21-270
Section 22-21-270 Certificates of need - Period for which valid; extension of time; termination;
transferability. (a) A certificate of need issued under subsection (a) of Section 22-21-265
and Section 22-21-268 shall be valid for a period not to exceed 12 months and may be subject
to one extension not to exceed 12 months, provided the criteria for extension as set forth
in the rules and regulations of the SHPDA are met. Applications for an extension filed under
this section shall be accompanied by a filing fee to be established by rule, not to exceed
25 percent of the original CON application fee. If no obligation has occurred within such
period, the certificate of need shall be considered terminated and shall be null and void.
Should the obligation be incurred within such valid period, the certificate of need shall
be continued in effect for a period not to exceed one year or the completion of the construction
project, whichever shall be later, or the inauguration of the service or...
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27-29-1
Section 27-29-1 Definitions. For purposes of this chapter, unless otherwise stated, the following
terms shall have the meanings respectively ascribed to them by this section: (1) AFFILIATE.
The term shall include an affiliate of, or person affiliated with, a specific person, and
shall mean a person that directly, or indirectly through one or more intermediaries, controls,
or is controlled by, or is under common control with, the person specified. (2) COMMISSIONER.
The Commissioner of Insurance, his or her deputies, or the Insurance Department as appropriate.
(3) CONTROL. The term shall include controlling, controlled by, or under common control with
and shall mean the possession, direct or indirect, of the power to direct or cause the direction
of the management and policies of a person, whether through the ownership of voting securities,
by contract other than a commercial contract for goods or nonmanagement services, or otherwise,
unless the power is the result of an official...
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10A-2A-1.20
Section 10A-2A-1.20 Requirements for filing instruments; extrinsic facts. (a) Whenever any
filing instrument is to be filed with the Secretary of State or in accordance with this chapter,
such instrument shall be executed as follows: (1) Except as provided in subsection (a)(3),
the certificate of incorporation, and any other instrument to be filed before the election
of the initial board of directors if the initial directors were not named in the certificate
of incorporation, shall be signed by the incorporator or incorporators or the successors and
assigns of the incorporator or incorporators. If any incorporator is not available then any
other instrument may be signed, with the same effect as if the incorporator had signed it,
by any person for whom or on whose behalf the incorporator, in executing the certificate of
incorporation, was acting directly or indirectly as employee or agent, provided that the other
instrument shall state that the incorporator is not available and the...
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40-2A-7
Section 40-2A-7 Uniform revenue procedures. (a) Maintenance of records; audit and subpoena
authority; authority to issue regulations. (1) In addition to all other recordkeeping requirements
otherwise set out in this title, taxpayers shall keep and maintain an accurate and complete
set of records, books, and other information sufficient to allow the department to determine
the correct amount of value or correct amount of any tax, license, permit, or fee administered
by the department, or other records or information as may be necessary for the proper administration
of any matters under the jurisdiction of the department. The books, records, and other information
shall be open and available for inspection by the department upon request at a reasonable
time and location. (2) The department may examine and audit the records, books, or other relevant
information maintained by any taxpayer or other person for the purpose of computing and determining
the correct amount of value or correct...
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24-1-66
Section 24-1-66 Powers and duties of authority generally. (a) An authority shall constitute
a public body and a body corporate and politic exercising public powers, and having all the
powers necessary or convenient to carry out and effectuate the purposes and provisions of
this article, including the following powers in addition to others granted in this article:
(1) To investigate into living, dwelling, and housing conditions and into the means and methods
of improving such conditions; (2) To determine where unsafe or unsanitary dwelling, public
school, or housing conditions exist; (3) To study and make recommendations concerning the
plan of the county in relation to the problem of clearing, replanning, and reconstruction
of areas in which unsafe or unsanitary dwelling, public school, or housing conditions exist,
and the provision of dwelling accommodations for persons of low income, and to cooperate with
the county or any regional planning agency; (4) To prepare, carry out, and...
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24-1-27
Section 24-1-27 Powers and duties of authority. (a) An authority shall constitute a public
body and a body corporate and politic exercising public powers, and having all the powers
necessary or convenient to carry out and effectuate the purposes and provisions of this article,
including the following powers in addition to others granted in this article: (1) To investigate
into living, dwelling and housing conditions and into the means and methods of improving such
conditions. (2) To determine where unsafe or unsanitary dwelling, public school or housing
conditions exist. (3) To study and make recommendations concerning the plan of any city located
within its boundaries in relation to the problem of clearing, replanning, and reconstruction
of areas in which unsafe or unsanitary dwelling, public school, or housing conditions exist,
and the provision of dwelling accommodations for persons of low income, and to cooperate with
any city or regional planning agency. (4) To prepare, carry out,...
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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...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-1-1.03.htm - 25K - Match Info - Similar pages
40-29-22
Section 40-29-22 Lien for taxes - Validity and priority against certain persons. (a) Purchasers,
holders of security interests, mechanic's lienors, and judgment lien creditors. The lien imposed
by Section 40-29-20 shall not be valid as against any purchaser, holder of a security interest,
mechanic's lienor, or judgment lien creditor until notice thereof which meets the requirements
of subsection (f) has been filed by the Commissioner of Revenue or his delegate, and shall
not be perfected as against any purchaser, holder of a security interest, mechanic's lienor,
or judgment lien creditor until the date such notice is filed. (b) Protection for certain
interest even though notice filed. Even though notice of a lien imposed by Section 40-29-20
has been filed, such lien shall not be valid: (1) SECURITIES. With respect to a security (as
defined in subsection (g)(4)): a. As against a purchaser of such security who at the time
of purchase did not have actual notice or knowledge of the...
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