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5-5A-44
Section 5-5A-44 Acquisition of majority of voting shares of a bank; procedure. (a) No person,
acting directly or indirectly or through or in concert with one or more persons, may acquire
control of a state bank or of any corporation or other entity having control of a state bank,
unless an application is filed with the superintendent for review of the proposed transaction
and for his or her action, if any, as provided in this section. (b) The application shall
be on a form prescribed by the superintendent and shall be made under oath. The application
must contain all information that the superintendent by regulation requires to be furnished
in an application, as well as any information that the superintendent orders to be included
in the particular application being filed and shall be accompanied by the filing fee prescribed
by the Banking Board. For the purposes of this section, the Banking Board may reduce or waive
any prescribed fees for applications where a change of control...
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8-6-2
Section 8-6-2 Definitions. When used in this article, unless the context otherwise requires,
the following terms shall have the meanings respectively ascribed to them by this section:
(1) COMMISSION or SECURITIES COMMISSION. The securities commission. (2) AGENT. Any individual
other than a dealer who represents a dealer or issuer in effecting or attempting to effect
sales of securities, but such term does not include an individual who represents an issuer
in: a. Effecting a transaction in a security exempted by subdivisions (1), (2), (3), (4),
(9) or (10) of Section 8-6-10; b. Effecting transactions exempted by Section 8-6-11; or c.
Effecting transactions with existing employees, partners, or directors of the issuer if no
commission or other remuneration is paid or given directly or indirectly for soliciting any
person in this state. A partner, officer, or director of a dealer or issuer is an agent if
he otherwise comes within this definition. (3) DEALER. Any person engaged in the...
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10A-2-7.28
Section 10A-2-7.28 Voting for directors; cumulative voting. REPEALED IN THE 2019 REGULAR SESSION
BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a)
Unless otherwise provided in the articles of incorporation, directors are elected by a majority
of the votes cast by the shares entitled to vote in the election at a meeting at which a quorum
is present when the vote is taken. (b) Shareholders do not have a right to cumulate their
votes for directors unless the articles of incorporation so provide. (c) A statement included
in the articles of incorporation that "[all] [a designated voting group of] shareholders
are entitled to cumulate their votes for directors," or words of similar import, means
that the shareholders designated are entitled to multiply the number of votes they are entitled
to cast by the number of directors for whom they are entitled to vote and cast the product
for a single candidate or distribute the product among two or more...
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10A-20-1.04
Section 10A-20-1.04 Powers. A corporation sole under this article shall have the following
powers: (1) To have succession by its corporate name perpetually; (2) To sue and be sued and
defend; (3) To make and use a corporate seal and alter the same at pleasure; (4) To receive,
take and hold, by sale, gift, lease, devise, or otherwise, real and personal estate of every
description for charitable, educational, burial, religious, and church purposes and to manage
and dispose of the same by any form of legal conveyance or transfer with full power and authority
to borrow money and to convey by mortgage deed; (5) To acquire, hold, purchase, receive by
bequest or devise, and to convey or otherwise dispose of all such real, personal, and mixed
property as may be necessary or convenient for the construction, operation, or maintenance
of the diocesan enterprises or for the conduct or management of the business or businesses
of the diocese of the bishop, or as the purposes of the bishop may...
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10A-2A-13.20
Section 10A-2A-13.20 Notice of appraisal rights. (a) Where any corporate action specified in
Section 10A-2A-13.02(a) is to be submitted to a vote at a stockholders' meeting, the meeting
notice (or where no approval of the corporate action is required pursuant to Section 10A-2A-11.04(j),
the offer made pursuant to Section 10A-2A-11.04(j)), must state that the corporation has concluded
that appraisal rights are, are not, or may be available under this Article 13. If the corporation
concludes that appraisal rights are or may be available, a copy of this Article 13 must accompany
the meeting notice or offer sent to those record stockholders entitled to exercise appraisal
rights. (b) In a merger pursuant to Section 10A-2A-11.05, the parent entity shall notify in
writing all record stockholders of the subsidiary who are entitled to assert appraisal rights
that the corporate action became effective. The notice shall be sent within 10 days after
the corporate action became effective and...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-13.20.htm - 3K - Match Info - Similar pages
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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11-65-15
Section 11-65-15 Application for horse racing facility license. Any person desiring to obtain
a horse racing facility license through issuance thereof by a commission, or through transfer
of an outstanding license, shall file with the appropriate commission an application for such
license. Such application shall be filed at the time and place prescribed by such commission
and shall be in such form and contain such information as may be prescribed by such commission,
including the following: (1) The name and address of such person; if a corporation, the state
of its incorporation and the full name and address of each officer and director thereof; if
a foreign corporation, whether it is qualified to do business in the state; and if a partnership
or joint venture, the name and address of each general partner thereof; (2) The name, and
every address for the period of five years immediately preceding the date of such application,
of each stockholder or member of such corporation, or each...
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11-65-22
Section 11-65-22 Acquisition of interest in horse racing facility licensee or operator. (a)
A disqualified person may not acquire or hold an interest in a horse racing facility licensee
or an operator. A commission may require that a disqualified person dispose of its interest
in a horse racing facility licensee or an operator within a reasonable period of time provided
that (i) the commission shall determine at a hearing that the owner of such interest is a
disqualified person and (ii) the person who is alleged to be a disqualified person shall receive
notice of and an opportunity to be heard at such hearing. Any person aggrieved by an action
of a commission pursuant to this section may appeal to the circuit court of the host county
pursuant to Section 11-65-12. (b) Any person desiring to acquire stock in, a partnership or
other ownership interest in, or to become an owner or member of, any entity which holds a
horse racing facility license or an operator's license hereunder who,...
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40-14A-1
Section 40-14A-1 Definitions. For purposes of this chapter, the following terms shall mean:
(a) ALABAMA S CORPORATION. An S corporation defined under Section 40-18-160. (b) C CORPORATION.
A corporation other than an Alabama S corporation. (c) CODE. The Internal Revenue Code of
1986, as amended from time to time. (d) CORPORATION. An entity, including a limited liability
company electing to be taxed as a corporation for federal income tax purposes, through which
business can be conducted while offering limited liability to the owners of the entity with
respect to some or all of the obligations of the entity, other than a limited liability entity
or a disregarded entity. The term "corporation" shall include but not be limited
to the following: Corporations, professional corporations, joint stock companies, unincorporated
professional associations, real estate investment trusts, limited liability companies electing
to be taxed as corporations for federal income tax purposes, and all...
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45-28A-42.55
Section 45-28A-42.55 Composition of retirement fund; investment. (a) The policemen's and firemen's
retirement fund shall consist of the following: (1) All of the money, securities, and things
of value belonging to any similar fund that may now or hereafter be maintained in the City
of Gadsden. (2) All monies or properties that may be given or donated to the fund by any persons,
firm, association, or corporation for the uses and purposes for which the fund is created;
and the board may take, by gift, grant, devise, or bequest, any money, personal property,
real estate, or any interest therein, or any right of property, for the benefit of the fund.
(3) All reward money paid to any member of the police and fire departments of the city shall
be paid by the recipients of the same into the retirement fund promptly upon receipt of the
same. (4) All civil or criminal witness fees received by any member of the police and fire
departments for attendance at or before any court or grand jury in...
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