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10A-1-8.02
the procedures and by the stockholder vote required by Article 11 of Chapter 2A. If the governing
documents of the corporation provide for approval of a merger by less than all of the corporation's
stockholders, approval of the merger shall constitute corporate action subject to appraisal
rights pursuant to Article 13 of Chapter 2A, as applicable. No merger of a corporation into
a general or limited partnership may be effected without the consent in writing of each stockholder
who will have personal liability with respect to the surviving entity, notwithstanding
any provision in the governing documents of the corporation that is a party to the merger
providing for less than unanimous stockholder approval for the conversion. b. In the case
of a nonprofit corporation that is a party to the merger, a plan of merger must be approved
by all the nonprofit corporation's members entitled to vote thereon, if it is a nonprofit
corporation with members with voting rights, or as otherwise provided...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-1-8.02.htm - 17K - Match Info - Similar pages
45-37-90.04
Section 45-37-90.04 Civic Center Authority - Powers; officers; contracts; conflicts of interest.
(a) The power of the authority shall be vested in and exercised by a majority of the members
of the board of directors. The board may delegate to one or more of its members or its officers,
agents, and employees such duties as it may deem proper. The board of directors shall elect
a vice chair of the board, who shall serve as chair in the event of the chair's absence. The
board of directors shall also elect a treasurer and a secretary. The same person may serve
as secretary and treasurer. The secretary and treasurer may or may not be a member of the
board. The treasurer shall act as custodian of all the funds, from whatever sources derived,
received by the authority. The treasurer shall deposit the monies in a separate account or
accounts in one or more bank or banks or trust companies which are duly qualified and doing
business in the State of Alabama. The authority may by resolution or by...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-37-90.04.htm - 3K - Match Info - Similar pages
10A-1-8.01
in accordance with the procedures and by the stockholder vote required by Article 9 of Chapter
2A. If the governing documents provide for approval of a conversion by less than all of a
corporation's stockholders, approval of the conversion shall constitute corporate action subject
to appraisal rights pursuant to Article 13 of Chapter 2A. No conversion of a corporation to
a general or limited partnership may be effected without the consent in writing of each stockholder
who will have personal liability with respect to the converted entity, notwithstanding
any provision in the governing documents of the converting corporation providing for less
than unanimous stockholder approval for the conversion. b. The terms and conditions of a plan
of conversion of a nonprofit corporation must be approved by all the nonprofit corporation's
members entitled to vote thereon, if it is a nonprofit corporation with members with voting
rights, or as otherwise provided in the nonprofit...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-1-8.01.htm - 18K - Match Info - Similar pages
37-6-10
Section 37-6-10 Board of trustees. The business and affairs of a cooperative shall be managed
by a board of not less than five trustees, each of whom shall be a member of the cooperative
or of another cooperative which shall be a member thereof, or a person designated by the governing
body or board of directors of a municipality or other corporation, respectively, which is
a member thereof. The bylaws shall prescribe the number of trustees, their qualifications,
other than those provided for in this chapter, the manner of holding meetings of the board
of trustees, and of the election of successors to trustees who shall resign, die or otherwise
be incapable of acting. The bylaws may also provide for the removal of trustees from office
and for the election of their successors. The bylaws may establish a procedure for nominating
candidates for the board of trustees and if the bylaws contain such a procedure, they may
prohibit nominations from the floor on the day of an annual, district,...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/37-6-10.htm - 4K - Match Info - Similar pages
10A-2A-10.22
Section 10A-2A-10.22 Bylaw provisions relating to the election of directors. (a) Unless the
certificate of incorporation (i) specifically prohibits the adoption of a bylaw pursuant to
this section, (ii) alters the vote specified in Section 10A-2A-7.28(a), or (iii) provides
for cumulative voting, a corporation may elect in its bylaws to be governed in the election
of directors as follows: (1) each vote entitled to be cast may be voted for or against up
to that number of candidates that is equal to the number of directors to be elected, or a
stockholder may indicate an abstention, but without cumulating the votes; (2) to be elected,
a nominee shall have received a plurality of the votes cast by holders of stock entitled to
vote in the election at a meeting at which a quorum is present, provided that a nominee who
is elected but receives more votes against than for election shall serve as a director for
a term that shall terminate on the date that is the earlier of (i) 90 days from the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-10.22.htm - 3K - Match Info - Similar pages
45-47-250.04
Section 45-47-250.04 Board of directors. (a) The Marion County Public Water Authority shall
be governed by a board of directors. All powers of the authority shall be exercised by the
board or pursuant to its authorization. (b) The initial board of directors shall consist of
three citizens appointed to incorporate the authority and six other directors to be appointed
within 45 days after the date the authority is incorporated as follows: (1) In addition to
the appointment of one of the incorporators who shall serve an initial term of six years,
the Marion County Commission shall appoint the county engineer as one director. (2) The Marion
County Firefighters Association shall appoint one member from their associations who shall
serve an initial term of two years. (3) With each incorporated municipality, regardless of
size, having one vote in the selection, the elected mayors of all incorporated municipalities
in Marion County shall appoint one director who shall serve an initial term of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-47-250.04.htm - 4K - Match Info - Similar pages
45-29-140.04
Section 45-29-140.04 Board of directors. (a) The Fayette County Water Coordinating and Fire
Prevention Authority shall be governed by a board of directors. All powers of the authority
shall be exercised by the board or pursuant to its authorization. (b) The initial board of
directors shall consist of the three citizens appointed to incorporate the authority and four
other directors to be appointed within 45 days after the date the authority is incorporated
as follows: (1) The Fayette County Commission shall appoint two members of the board of directors.
(2) The Fayette County Firefighters Association shall appoint one member from their association
who shall serve an initial term of one year. (3) With each incorporated municipality regardless
of size having one vote in the selection, the elected mayors of all incorporated municipalities
in Fayette County shall appoint one director who shall serve an initial term of two years.
(4) The chairs of the water authorities in Fayette County...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-29-140.04.htm - 4K - Match Info - Similar pages
5-17-11
Section 5-17-11 Election of officers; duties of officers and directors; compensation; liability.
(a) At the first meeting and at subsequent times prescribed in the bylaws, the directors shall
elect a president. The president must be either a member of the board of directors or an employee
of the credit union who is not a member of the board of directors. If the credit union elects
a president who is not a member of the board of directors, the board of directors shall elect
from their own number a chair and one or more vice chairs of the board of directors. The board
of directors, in accordance with the bylaws, may remove any officer who is not a member of
the board of directors. At the first meeting and at subsequent annual meetings prescribed
in the bylaws, the directors shall elect from their own number, a secretary and treasurer,
who may be the same individual. To nominate a candidate by petition, the petition should conform
to the requirements as specified in the bylaws. The bylaws...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/5-17-11.htm - 4K - Match Info - Similar pages
45-5-141.20
dues. Each benevolent request application shall be reviewed on an annual basis by the board
of trustees. (m) The district formed under this section shall constitute a nonprofit public
corporation, which shall have the power to do any and all acts or things necessary and convenient
for carrying out the purposes for which it is created, including, but not limited to, the
following: (1) To have a seal and alter the seal at pleasure. (2) To acquire, hold, and dispose
of property, real and personal, tangible and intangible, or interest therein and pay
therefor in cash or on credit, and to secure and procure payment for all or any part of the
purchase price thereof on such terms and conditions as the board shall determine. (3) To negotiate
and enter into contract with residents, businesses, or churches in areas outside the district,
including areas outside the county, or with other districts to furnish fire or emergency medical
services, or both, and to charge fees for the service. (4)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-5-141.20.htm - 16K - Match Info - Similar pages
37-11A-1
by the Governor, or upon its otherwise becoming a law, and when the State of Mississippi ratifies
the compact. Article III. For purposes of this compact, the following terms shall have the
following meanings: (1) Person means an individual, a corporation, a partnership, or any other
entity. (2) Railroad means a common carrier by railroad as defined in Section 1(3) of Part
I of the Interstate Commerce Act [codified as 49 U.S.C. ยง1(3)]. (3) Railroad properties and
facilities mean any real or personal property or interest in property which is owned,
leased, or otherwise controlled by a railroad or other person, including, without limitation,
the authority, and which are used or are useful in rail transportation service, including,
without limiting the generality of the foregoing: a. Track, roadbed, and related structures,
including rail, ties, ballast, other track materials, grading, tunnels, bridges, trestles,
culverts, elevated structures, stations, office buildings used for operating...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/37-11A-1.htm - 33K - Match Info - Similar pages
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