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10A-9A-3.06
Section 10A-9A-3.06 Person erroneously believing self to be limited partner. (a) Except
as otherwise provided in subsection (b), a person that makes an investment in an organization
and erroneously but in good faith believes that the person has become a limited partner in
the organization is not liable for the organization's obligations by reason of making the
investment, receiving distributions from the organization, or exercising any rights of or
appropriate to a limited partner, if, on ascertaining the mistake, the person: (1) causes
an appropriate certificate of formation, amendment, or statement of correction to be signed
and filed with the filing officer in accordance with Article 4 of Chapter 1; or (2) withdraws
from future participation as an owner in the organization by signing a statement of withdrawal
and filing it with the Secretary of State. (b) A person that makes an investment described
in subsection (a) is liable to the same extent as a general partner to any third...
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11-50-316
Section 11-50-316 Execution, sale, etc., of bonds and refunding bonds of corporation;
terms, denominations, etc., thereof; charge, application, etc., of revenues from systems for
payment of bonds, etc., generally; vesting of title to systems in municipality and dissolution
of corporation upon payment of bonds in full, etc. (a) All bonds issued by any such corporation
organized or the certificate of incorporation of which is amended under this article shall
be signed by the chairman of the board of directors or other chief executive officer and attested
by its secretary, and the seal of such corporation shall be affixed thereto; provided that,
if authorized by the board of directors of such corporation, said bonds may be executed with
an engraved, imprinted, stamped, or otherwise reproduced facsimile of any signature or seal
in lieu of a manually made signature or manually made impressment of the seal; provided further,
that at least one signature required or permitted to be placed...
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4-3-41
Section 4-3-41 Authority and procedure for incorporation; reincorporation of existing
airport authorities. (a) Pursuant to the provisions of this article, airport authorities may
be organized as public corporations with the powers set forth in this article. To organize
such a corporation, not less than three natural persons shall file with the governing body
of any county or any municipality an application in writing for permission to incorporate
a public corporation under the provisions of this article and shall attach to such application
a proposed form of certificate of incorporation for such corporation. If each governing body
with which the application is filed shall adopt a resolution (which need not be published
or posted) approving the form of such certificate of incorporation and authorizing the formation
of such a public corporation, then said applicants shall become the incorporators of and shall
proceed to incorporate the authority as a public corporation in the manner...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/4-3-41.htm - 4K - Match Info - Similar pages
11-88-4
Section 11-88-4 Filing of certificate of incorporation, copy of resolution of county
governing body, etc., with probate judge; contents and execution of certificate of incorporation;
entry of order by probate judge requiring recordation of certificate of incorporation, etc.;
notification of Secretary of State of recordation of certificate of incorporation. (a) Within
40 days following the adoption of a resolution in accordance with Section 11-88-3,
the applicants, or not less than three of the applicants, shall proceed to incorporate an
authority by filing for record in the office of the judge of probate of the determining county
a certificate of incorporation which shall comply in form and substance with the requirements
of this section and which shall be in the form and executed in the manner provided
in this section. (b) The certificate of incorporation of the authority shall state:
(1) The names of the persons forming the authority, together with the residence of each, and
that...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-88-4.htm - 4K - Match Info - Similar pages
16-44A-18
Section 16-44A-18 Organization of compact as voluntary public-private partnership constituted
as not-for-profit public corporation; affirmative action required in initial membership invitations;
filing of papers for incorporation of compact. (a) The compact shall be organized as a voluntary
public-private partnership and shall be constituted as a not-for-profit public corporation.
The members of the Joint Legislative Committee on Southern Leadership Goals created under
Act No. 94-55, SJR 12, 1994 Regular Session, shall effectuate the filing of papers for the
incorporation of the compact as provided in subsection (b). Upon the filing of the documents
with the Secretary of State, and until the election of the officers and board of directors
at the annual membership meeting on September 17, 1994, as provided in subsection (b) of Section
16-44A-3 of the compact, the members of the committee shall then be officially constituted
as an interim board of directors and specifically shall extend...
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41-10-85
Section 41-10-85 Execution of certificate of incorporation; filing of certificate of
incorporation, resolution of governing body, etc., with probate judge and recordation thereof
by probate judge. (a) The certificate of incorporation shall be signed and acknowledged by
the incorporators before an officer authorized by the laws of the state to take acknowledgments
of deeds and shall have attached thereto a certified copy of the resolution provided for in
Section 41-10-84 and a certificate by the Secretary of State of the state that the
name proposed by the corporation is not identical with that of any other corporation in the
state or so nearly similar thereto as to lead to confusion or uncertainty. (b) The certificate
of incorporation, together with the documents required by Section 41-10-84 to be attached
thereto, shall be filed in the office of the judge of probate of the county, who shall forthwith
receive and record the same. (c) When such certificate of incorporation and attached...
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10A-5A-1.02
Section 10A-5A-1.02 Definitions. Notwithstanding Section 10A-1-1.03, as used
in this chapter, unless the context otherwise requires, the following terms mean: (a) "Certificate
of formation," with respect to a limited liability company, means the certificate provided
for by Section 10A-5A-2.01, and the certificate as amended or restated. (b) "Constituent
limited liability company" means a constituent organization that is a limited liability
company. (c) "Constituent organization" means an organization that is party to a
merger under Article 10. (d) "Converted organization" means the organization into
which a converting organization converts pursuant to Article 10. (e) "Converting limited
liability company" means a converting organization that is a limited liability company.
(f) "Converting organization" means an organization that converts into another organization
pursuant to Article 10. (g) "Disqualified person" means any person who is not a
qualified person. (h) "Distribution" except...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-1.02.htm - 5K - Match Info - Similar pages
10A-5A-10.07
Section 10A-5A-10.07 Filings required for merger; effective date. (a) After each constituent
organization has approved the plan of merger, a statement of merger must be signed on behalf
of: (1) each constituent limited liability company, as provided in Section 10A-5A-2.04(a);
and (2) each other constituent organization, as provided by its governing statute. (b) A statement
of merger under this section must include: (1) the name, type of organization, and
mailing address of the principal office of each constituent organization, the jurisdiction
of the governing statute of each constituent organization, and the respective unique identifying
number or other designation as assigned by the Secretary of State, if any, of each constituent
organization; (2) the name, type of organization, and mailing address of the principal office
of the surviving organization, the unique identifying number or other designation as assigned
by the Secretary of State, if any, of the surviving organization, the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-10.07.htm - 4K - Match Info - Similar pages
10A-8A-9.08
Section 10A-8A-9.08 Filings required for merger; effective date. (a) After each constituent
organization has approved the plan of merger, a statement of merger must be signed on behalf
of: (1) each constituent partnership, as provided in Section 10A-8A-2.03(a); and (2)
each other constituent organization, as provided by its governing statute. (b) A statement
of merger under this section must include: (1) the name, type of organization, and
mailing address of the principal office of each constituent organization, the jurisdiction
of the governing statute of each constituent organization, and the respective unique identifying
numbers or other designations as assigned by the Secretary of State, if any, of each constituent
organization; (2) the name, type of organization, and mailing address of the principal office
of the surviving organization, the unique identifying number or other designation as assigned
by the Secretary of State, if any, of the surviving organization, the jurisdiction...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-8A-9.08.htm - 5K - Match Info - Similar pages
35-20-5
Section 35-20-5 Organization of associations; filing requirements; rulemaking authority;
organizational documents. (a) On or after January 1, 2016, a homeowners' association created
pursuant to a declaration shall be organized as a nonprofit corporation pursuant to Chapter
3 of Title 10A, and shall be governed in all respects as a nonprofit corporation. (b)(1) A
homeowners' association, its members, and directors shall be subject to all of the obligations,
duties, and responsibilities of and shall have all of the rights and benefits provided in
Chapter 3 of Title 10A. (2) In addition or supplemental to any other filing required in Chapter
3 of Title 10A, a homeowners' association shall file the following documents with the Secretary
of State: a. Articles of incorporation. b. Bylaws, resolutions, or other governing documents
of the association. c. The original covenants, conditions, or restrictions adopted by the
association. (3) The Secretary of State shall implement and maintain an...
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