10A-2-6.31
Section 10A-2-6.31 Corporation's acquisition of its own shares. REPEALED IN THE 2019 REGULAR
SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT.
(a) Except as otherwise provided in its articles of incorporation, a corporation may acquire
its own shares. Unless the articles of incorporation prohibit their reissuance, shares so
acquired shall constitute treasury shares. (b) If the articles of incorporation prohibit the
reissuance of acquired shares, the reacquisition of the shares shall effect a cancellation
of them. A statement of cancellation as to the shares shall be filed as provided in Section
10A-2-6.32. The filing of a statement of cancellation with respect to the shares shall constitute
an amendment to the corporation's articles of incorporation reducing the number of shares
of the class of shares so canceled that the corporation is authorized to issue by the number
of shares so canceled. (Acts 1994, No. 94-245, p. 343, §1; §10-2B-6.31;...
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10A-2-6.32
Section 10A-2-6.32 Cancellation of reacquired shares. REPEALED IN THE 2019 REGULAR SESSION
BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a)
A corporation may at any time, by resolution of its board of directors, and without shareholder
action: (1) Cancel all or any part of the shares of the corporation reacquired by it other
than shares the reissuance of which is prohibited by the articles of incorporation, and in
the event a statement of cancellation shall be filed under this section; or (2) File a statement
of cancellation with respect to shares the reissuance of which is prohibited by the articles
of incorporation. (b) The statement of cancellation shall be executed by the corporation and
delivered to the judge of probate for filing. The statement shall set forth: (1) The name
of the corporation; (2) The number of reacquired shares canceled by resolution duly adopted
by the board of directors, itemized by classes and series, and the date of...
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10A-2-6.02
Section 10A-2-6.02 Terms of class or series determined by board of directors. REPEALED IN THE
2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT
CODE SUPPLEMENT. (a) If the articles of incorporation so provide, and if the action is not
inconsistent with the provisions of the Constitution of Alabama of 1901, as the same may be
amended from time to time, the board of directors may determine, in whole or in part, the
preferences, limitations, and relative rights, within the limits set forth in Section 10A-2-6.01,
of: (1) any class of shares before the issuance of any shares of that class; or (2) one or
more series within a class before the issuance of any shares of that series. (b) Each series
of a class must be given a distinguishing designation. (c) All shares of a series must have
preferences, limitations, and relative rights identical with those of other shares of the
same series, and except to the extent otherwise provided in the description of...
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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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27-27-42
Section 27-27-42 Deficiencies in stock insurer's capital or assets of mutual insurers - Curing
of deficiency. Any insurer receiving the commissioner's notice mentioned in Section 27-27-41:
(1) If a stock insurer and if its articles of incorporation and laws of this state so permit,
by resolution of its board of directors and subject to any limitations upon assessment contained
in its articles of incorporation, may assess its stockholders for amounts necessary to cure
the deficiency and provide the insurer with a reasonable amount of surplus in addition. If
any stockholder fails to pay a lawful assessment after notice given to him in person or by
advertisement in such time and manner as approved by the commissioner, the insurer may require
the return of the original certificate of stock held by the stockholder and, in cancellation
and in lieu thereof, issue a new certificate for such number of shares as the stockholder
may then be entitled to, upon the basis of the stockholder's...
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40-27-1
Section 40-27-1 Compact adopted; terms. The following Multistate Tax Compact is hereby approved,
adopted and enacted into law by the State of Alabama: Multistate Tax Compact Article I. Purposes.
The purposes of this compact are to: 1. Facilitate proper determination of state and local
tax liability of multistate taxpayers, including the equitable apportionment of tax bases
and settlement of apportionment disputes. 2. Promote uniformity or compatibility in significant
components of tax systems. 3. Facilitate taxpayer convenience and compliance in the filing
of tax returns and in other phases of tax administration. 4. Avoid duplicative taxation. Article
II. Definitions. As used in this compact: 1. "State" means a state of the United
States, the District of Columbia, the Commonwealth of Puerto Rico, or any territory or possession
of the United States. 2. "Subdivision" means any governmental unit or special district
of a state. 3. "Taxpayer" means any corporation, partnership, firm,...
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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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5-7A-62
Section 5-7A-62 Application to convert charter; written plan of conversion; authorizing resolution;
submission to superintendent; fee; tentative approval; vote of stockholders or members; directors;
articles of incorporation and bylaws; statement of superintendent's objections; amendment;
appeal of disapproval; application to FDIC; final approval and permit. Any savings institution
may apply to the superintendent for permission to convert its charter in order to do business
as a state chartered bank in accordance with the following procedures: (1) The board of directors
shall approve a written plan of conversion, the application for conversion and shall adopt
an authorizing resolution, all by a vote of a majority of all the directors. The plan of conversion
shall include a statement of: a. The proposed organization and management structure of the
resulting bank if the application were approved, and the proposed name under which it would
do business as a bank; b. The method and time...
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2-10-98
Section 2-10-98 Organization with capital stock. Incorporated associations may be organized
under this article with capital stock at the option of the organizers. In that event the association
shall be organized by the same method and for the same recording fee as in the case of those
associations organized without capital stock, except that the articles of association shall
set forth also that the association is organized with capital stock and the amount of capital
stock authorized with particulars as to the class or classes thereof and the par value of
shares. There shall be no individual liability on the part of shareholders, members, officers
or directors for the obligations of the corporation. The articles of association may provide
for preferred stock as well as common stock, but all shares shall have a definite par value,
and all shares of the same class shall have the same par value. If so divided, the articles
of incorporation must contain a statement of the number of shares...
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10A-2-10.06
Section 10A-2-10.06 Articles of amendment. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94
EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. A corporation amending
its articles of incorporation shall deliver to the judge of probate for filing articles of
amendment setting forth: (1) The name of the corporation; (2) The text of each amendment adopted;
(3) If an amendment provides for an exchange, reclassification, or cancellation of issued
shares, provisions for implementing the amendment if not contained in the amendment itself;
(4) The date of each amendment's adoption; (5) If an amendment was adopted by the board of
directors without shareholder action, a statement to that effect and that shareholder action
was not required; (6) If an amendment was approved by the shareholders: (i) The designation,
number of outstanding shares, number of votes entitled to be cast by each voting group entitled
to vote separately on the amendment, and the number of votes of...
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