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10A-2-7.06
Section 10A-2-7.06 Waiver of notice. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE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 waive any
notice required by the Constitution of Alabama of 1901, this title or this chapter, the articles
of incorporation, or bylaws before or after the date and time stated in the notice. The waiver
must be in writing, be signed by the shareholder entitled to the notice, and be delivered
to the corporation for inclusion in the minutes or filing with the corporate records. (b)
A shareholder's attendance at a meeting: (1) Waives objection to lack of notice or defective
notice of the meeting, unless the shareholder at the beginning of the meeting objects to holding
the meeting or transacting business at the meeting; (2) Waives objection to consideration
of a particular matter at the meeting that is not within the purpose or purposes described
in the meeting notice, unless the shareholder objects to...
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11-32-5
Section 11-32-5 Certificate of incorporation - Amendment. (a) The certificate of incorporation
of any authority incorporated under or governed by this chapter may be amended in the manner
provided in this section. The board shall first adopt a resolution proposing an amendment
to the certificate of incorporation which shall be set forth in full in the resolution and
which amendment may include any matters which might have been included in the original certificate
of incorporation. (b) After the adoption by the board of a resolution proposing an amendment
to the certificate of incorporation of the authority, the chair of the board or executive
director of the authority and the secretary of the authority shall sign and file a written
application in the name of and on behalf of the authority, under its seal, with the governing
body of the authorizing county and with the governing body of the principal municipality,
requesting each governing body to adopt a resolution approving the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-32-5.htm - 3K - Match Info - Similar pages
16-25A-42
Section 16-25A-42 Board creation. (a) There is hereby created the Public Education Flexible
Employees Benefit Board, which shall consist of the chair and vice chair of the Public Education
Employees' Health Insurance Board and three members of the Public Education Employees' Health
Insurance Board, one of whom shall be the Director of Finance. Two members of the Public Education
Employees' Health Insurance Board shall be elected from the Public Education Employees' Health
Insurance Board's membership as members of the Public Education Flexible Employees' Benefit
Board. The individuals presently holding the offices shall constitute the initial membership
of the board, and their successors in office, by virtue of assuming such office, shall succeed
to membership on the board. The Director of Finance may designate a person to attend the meetings
from time to time and to vote in his or her absence. (b) The board shall elect one of its
members as chair of the board and another as vice chair...
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22-21-73
Section 22-21-73 Incorporation - Certificate of incorporation - Form and contents; approval
by county commission; validation of certain certificates of incorporation. (a) The certificate
of incorporation shall state: (1) The name of the corporation, which shall be "_____
County Hospital Board," if such name is available for use by the corporation and, if
not available, then the incorporators shall designate some other similar name that is available;
provided, that if the corporate functions of the corporation are to be exercised in a portion
only of the county, the corporate name of the corporation shall be a name that is appropriate
for the area in which such functions are to be exercised; (2) The location of its principal
office and the post office address thereof; (3) The number of directors, which number shall
be a multiple of three and shall be not less than nine, except that, in counties having a
population of less than 50,000 inhabitants according to the 1950 or any subsequent...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/22-21-73.htm - 4K - Match Info - Similar pages
27-27-22
Section 27-27-22 Domestic mutual insurers - Bylaws. (a) A domestic mutual insurer shall have
bylaws for the government of its affairs. The initial board of directors of a domestic mutual
insurer shall adopt original bylaws, subject to the approval of the insurer's members at the
next succeeding meeting. The members shall have power to make, modify, and revoke bylaws.
(b) The bylaws shall provide: (1) That each member is entitled to one vote upon each matter
coming to a vote at meetings of members or to more votes in accordance with a reasonable classification
of members as set forth in the bylaws and based upon the amount of insurance in force, number
of policies held, or upon the amount of the premiums paid by such member or upon other reasonable
factors. A member shall have the right to vote in person or by his written proxy made not
less than 30 days prior to the meeting. No such proxy shall be made irrevocable for longer
than a period of three years; (2) For election of directors...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/27-27-22.htm - 2K - Match Info - Similar pages
36-21-73
Section 36-21-73 Appointment of actuary; action upon report; liability for deficiency in payments.
The board shall have appointed and employed an actuary to make an actuarial valuation every
three years or earlier, if deemed required, of the receipts and income accruing to the fund
based on age, expected mortality, disability, and retirement status of the members and the
qualified service and membership service of members and to determine what percentage of the
proposed payments, annuities, and benefits set forth in this article may be paid if the fund
is to be kept on an actuarily sound basis and in an actuarily solvent condition. Upon receipt
of the report of the actuary, the executive director shall present it to a meeting of the
board which shall have the power and shall be required to make adjustments of annuities and
benefits, up or down, as are recommended by the actuary. Any increase or reduction in benefits
resulting from any actuarial study or from any subsequent amendment of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/36-21-73.htm - 2K - Match Info - Similar pages
10A-20-7.07
Section 10A-20-7.07 Directors and officers. (a) The business and affairs of the corporation
shall be managed and conducted by a board of directors, a president, a vice-president, a secretary,
a treasurer, and other officers and agents as the corporation by its bylaws shall authorize.
The board of directors shall consist of a number not less than 15 nor more than 21, as shall
be determined in the first instance by the incorporators and thereafter annually by the members
and the stockholders of the corporation. The board of directors may exercise all the powers
of the corporation except such as are conferred by law or by the bylaws of the corporation
upon the stockholders or members and shall choose, or appoint, all the agents and officers
of the corporation and fill all vacancies except vacancies in the office of a director, which
shall be filled as provided in this section. The board of directors shall be elected in the
first instance by the incorporators and thereafter at the annual...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-20-7.07.htm - 2K - Match Info - Similar pages
10A-2A-7.01
Section 10A-2A-7.01 Annual meetings. (a) Unless directors are elected by written consent in
lieu of an annual meeting as permitted by Section 10A-2A-7.04, a corporation shall hold a
meeting of stockholders annually at a time stated in or fixed in accordance with the certificate
of incorporation or bylaws at which directors shall be elected. (b) Unless the board of directors
determines to hold the meeting solely by means of remote communication in accordance with
Section 10A-2A-7.09(c), annual meetings may be held (i) in or out of this state at the place
stated in or fixed in accordance with the certificate of incorporation or bylaws or (ii) if
no place is stated in or fixed in accordance with the certificate of incorporation or bylaws,
at the corporation's principal office. (c) The failure to hold an annual meeting at the time
stated in or fixed in accordance with a corporation's certificate of incorporation or bylaws
does not affect the validity of any corporate action. (Act 2019-94,...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-7.01.htm - 1K - Match Info - Similar pages
11-50-393
Section 11-50-393 Board of directors - Composition; compensation; removal actions. Each district
incorporated under this article shall have a board of directors of not less than three members,
and the members shall elect a chairman of the board. Unless otherwise provided in the certificate
of incorporation, the board of directors shall consist of at least one member for each municipality
which is a member of the district. Unless otherwise provided in the certificate of incorporation,
the member of the board of directors representing each member municipality shall be elected
by the governing body of each municipality and shall serve for a term of office concurrent
with the term of office of the mayor of the municipality. A representative of each municipality
may, but need not be, the mayor thereof. The members of the board of directors shall serve
without compensation, except that they shall be reimbursed for actual expenses incurred in
the performance of their duties under this...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-50-393.htm - 2K - Match Info - Similar pages
27-31B-8
Section 27-31B-8 Formation of captive insurance companies in this state. (a) A pure captive
insurance company or a protected cell captive insurance company shall be formed as a stock
or mutual insurer, or as a nonprofit or limited liability company with its capital divided
into units and held by the stockholders, members, or other equivalent as allowed by law. (b)
An association captive insurance company, an industrial insured captive insurance company,
or a risk retention group may be formed in any of the following ways: (1) Organized as a stock
insurer with its capital divided into share units and held by the stockholders, members, or
other equivalent as allowed by law. (2) Organized as a mutual insurer without capital stock,
the governing body of which is elected by the member organizations of its association. (3)
Organized as a reciprocal insurer in accordance with Chapter 31 of this title. (4) Organized
as a manager-managed limited liability company. (c) A captive insurance...
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