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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 REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE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...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-7.06.htm - 1K - Match Info - Similar pages
10-2B-7.06
Section 10-2B-7.06 Waiver of notice. (a) A shareholder may waive any notice required by the
Constitution of Alabama of 1901, 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 considering the matter before action is taken on the matter. (Acts 1994, No. 94-245,
p. 343, §1.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10-2B-7.06.htm - 1K - Match Info - Similar pages
10A-2-8.23
Section 10A-2-8.23 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 REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE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 director may waive any
notice required by this chapter, the articles of incorporation, or bylaws before or after
the date and time stated in the notice. Except as provided by subsection (b), the waiver must
be in writing, signed by the director entitled to notice, and filed with the minutes or corporate
records. (b) A director's attendance at or participation in a meeting: (1) Waives objection
to lack of any required notice to him or her or defective notice of the meeting unless the
director at the beginning of the meeting (or promptly upon his or her arrival) objects to
holding the meeting or transacting business at the meeting and does not thereafter vote for
or assent to action taken at the meeting, and (2) Waives objection to consideration of a particular
matter at the meeting that is not within the purpose or purposes...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-8.23.htm - 1K - Match Info - Similar pages
10A-2A-7.06
Section 10A-2A-7.06 Waiver of notice. (a) A stockholder may waive any notice required by this
chapter or the certificate 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 stockholder entitled to the
notice, and be delivered to the corporation for filing by the corporation with the minutes
or corporate records. (b) A stockholder's attendance at a meeting: (1) waives objection to
lack of notice or defective notice of the meeting, unless the stockholder at the beginning
of the meeting objects to holding the meeting or transacting business at the meeting; and
(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 stockholder objects to
considering the matter when it is presented. (Act 2019-94, §1.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-7.06.htm - 1K - Match Info - Similar pages
10A-2A-8.23
Section 10A-2A-8.23 Waiver of notice. (a) A director may waive any notice required by this
chapter, the certificate of incorporation or the bylaws before or after the date and time
stated in the notice. Except as provided by subsection (b), the waiver must be in writing,
signed by the director entitled to the notice and delivered to the corporation for filing
by the corporation with the minutes or corporate records. (b) A director's attendance at or
participation in a meeting waives any required notice to the director of the meeting unless
the director at the beginning of the meeting (or promptly upon arrival) objects to holding
the meeting or transacting business at the meeting and does not after objecting vote for or
assent to action taken at the meeting. (Act 2019-94, §1.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-8.23.htm - 1K - Match Info - Similar pages
10A-2-8.24
Section 10A-2-8.24 Quorum and 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 the articles of incorporation
or bylaws require a greater number, a quorum of a board of directors consists of: (1) A majority
of the fixed number of directors if the corporation has a fixed board size; or (2) A majority
of the fixed number of directors prescribed, or if no number is prescribed the number in office
immediately before the meeting begins, if the corporation has a variable-range size board.
(b) The articles of incorporation or bylaws may authorize a quorum of a board of directors
to consist of no fewer than one-third of the fixed or prescribed number of directors determined
under subsection (a). (c) If a quorum is present when a vote is taken, the affirmative vote
of a majority of directors present is the act of the board of directors unless the articles
of incorporation or bylaws require the vote of a...
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10A-2-1.40
Section 10A-2-1.40 Definitions applicable to business corporations. In this chapter: REPEALED
IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT
CODE SUPPLEMENT. (1) "Articles of incorporation" include amended and restated articles
of incorporation and, in the case of a corporation existing on January 1, 1981, its certificate
of incorporation, including any amended certificate, and also include, except where the context
otherwise requires, articles of merger. The term "articles of incorporations" as
used in this chapter is synonymous with the term "certificate of formation" employed
in Chapter 1. (2) "Authorized shares" means the shares of all classes a domestic
or foreign business corporation is authorized to issue. (3) "Corporation" or "domestic
corporation" means a business corporation, which is not a foreign corporation, incorporated
under or subject to the provisions of this chapter. (4) "Distribution" means a direct
or indirect...
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10A-2A-8.24
Section 10A-2A-8.24 Quorum and voting. (a) Unless the certificate of incorporation or bylaws
provide for a greater or lesser number or unless otherwise expressly provided in this chapter,
a quorum of a board of directors consists of a majority of the number of directors specified
in or fixed in accordance with the certificate of incorporation or bylaws. (b) The quorum
of the board of directors specified in or fixed in accordance with the certificate of incorporation
or bylaws may not consist of less than one-third of the specified or fixed number of directors.
(c) If a quorum is present when a vote is taken, the affirmative vote of a majority of directors
present is the act of the board of directors unless the certificate of incorporation or bylaws
require the vote of a greater number of directors or unless otherwise expressly provided in
this chapter. (d) A director who is present at a meeting of the board of directors or a committee
when corporate action is taken is deemed to have...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-8.24.htm - 1K - Match Info - Similar pages
10A-2-7.04
Section 10A-2-7.04 Action without meeting. 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 provided
in the articles of incorporation, action required or permitted by the Constitution of Alabama
of 1901 or by this chapter to be taken at a shareholders' meeting may be taken without a meeting
if the action is taken by all shareholders entitled to vote on the action. The action must
be evidenced by one or more written consents describing the action taken, signed by all the
shareholders entitled to vote on the action, and delivered to the corporation for inclusion
in the minutes or filing with the corporate records. (b) If not otherwise fixed under Section
10A-2-7.03 or 10A-2-7.07, the record date for determining shareholders entitled to take action
without a meeting is the date the first shareholder signs the consent under subsection (a).
(c) A consent signed under this section has the effect of a...
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27-28-2
Section 27-28-2 Plan for exchange of stock, etc., between domestic stock insurer and holding
company - Procedure for exchange. A plan of exchange shall be adopted and become effective
in the following manner: (1) APPROVAL OF THE BOARDS OF DIRECTORS. - The boards of directors
of each corporate party to the plan of exchange by resolution shall adopt the plan of exchange
which shall set forth the terms and conditions of the exchange and the mode of carrying the
same into effect and such other provisions with respect to the exchange as may be deemed necessary
or desirable. (2) APPROVAL OF COMMISSIONER. - Every plan of exchange, before being submitted
to vote of the stockholders pursuant to subdivision (3) of this section, shall be submitted
for approval to the commissioner in accordance with the following procedure: a. After the
approval required by subdivision (1) of this section is obtained, the domestic company shall
submit to the commissioner three copies of the plan of exchange and...
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