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11-58-13
Section 11-58-13 Authority and procedure for dissolution of corporations; vesting of title
to funds and properties thereof in municipalities or counties upon dissolution; effect of
dissolution of corporation upon other such corporations. (a) Whenever the principal of and
interest on all bonds of a corporation payable from the revenues derived from the operation
of one or more medical clinics owned by the corporation have been paid in full, its board
of directors of the corporation may, by resolution, determine that the purposes for which
the corporation was formed have been substantially complied with, and shall thereupon execute
and file for record in the office of the judge of probate of the county in which the corporation
is organized a certificate of dissolution, reciting those facts and declaring the corporation
to be dissolved. The certificate of dissolution shall be executed under the corporate seal
of the corporation. (b) Upon the filing of the certificate of dissolution, the...
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22-21-316
Section 22-21-316 Board of directors; qualifications; election or appointment; terms; vacancies;
reimbursement for expenses; quorum; regular, special and called meetings; waiver of notice;
record of proceedings; use as evidence; removal from office. (a) Each authority shall have
a board of directors composed of the number of directors provided in the certificate of incorporation,
as most recently amended. Unless provided to the contrary in its certificate of incorporation,
all powers of the authority shall be exercised, and the authority shall be governed, by the
board or pursuant to its authorization. Subject to the provisions of subdivision (9) of subsection
(b) of Section 22-21-314, the board shall consist of directors having such qualifications,
being elected or appointed by such person or persons (including, without limitation, the board
itself, the governing body or bodies of one or more authorizing subdivisions or other counties
and municipalities, and other entities or...
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4-3-45
Section 4-3-45 Board of directors of authority. Each authority shall be governed by a board
of directors of either three, five, or seven members as provided in the certificate of incorporation
or the bylaws. If the sole authorizing subdivision is a county, the county commission of the
county shall elect all directors. If the sole authorizing subdivision is a municipality, the
governing body of such municipality shall elect all directors. The directors initially elected
shall be elected for terms of office of two, four, and six years, respectively, and their
successors shall be elected for terms of six years. If a county and a municipality are both
authorizing subdivisions, the governing body of the municipality shall elect one director
for an initial term of two years if three directors are to be elected, and one director for
an initial term of two years and one director for an initial term of four years if five directors
are to be elected, and one for an initial term of two years and...
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10A-1-7.13
Section 10A-1-7.13 Procedure for and effect of revocation. (a) If the Secretary of State determines
that one or more grounds exist under Section 10A-1-7.12 for revocation of a registration,
the Secretary of State shall serve the foreign entity with written notice of the determination
of the Secretary of State by serving the foreign entity's registered agent, which service
may be by registered mail, or, if the foreign entity has no registered agent or its registered
agent cannot with reasonable diligence be served, by serving the foreign entity by any method
permitted under Sections 10A-1-5.35 and 10A-1-5.36. (b) If the foreign entity does not correct
each ground for revocation or demonstrate to the reasonable satisfaction of the Secretary
of State that each ground determined by the Secretary of State does not exist within 60 days
after service of the notice is perfected under subsection (a), the Secretary of State may
revoke the foreign entity's registration by signing a certificate of...
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11-85-111
Section 11-85-111 Dissolution of authority. At any time when no authority bonds or refunding
bonds are outstanding, the authority may be dissolved upon the filing with the Secretary of
State of an application for dissolution, which shall be subscribed by each of the directors
of the authority and sworn to by each director before an officer authorized to take acknowledgments
to deeds. Upon the filing of the application for dissolution, the authority shall cease to
exist. The Secretary of State shall file and record the application for dissolution in an
appropriate book of record in his or her office, and shall make and issue, under the Great
Seal of the State, a certificate that the authority is dissolved, and shall record the certificate
with the application for dissolution. Title to all property held in the name of the authority
shall be vested in the state upon dissolution of the authority. (Act 98-195, p. 338, §13.)...
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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...
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34-24-52
Section 34-24-52 Proceedings to restrain unlawful practice. The State Board of Medical Examiners,
in addition to the powers and duties expressed in this article with respect to the denial
of the certificate of qualification to practice medicine or suspension or revocation of a
certificate of qualification to practice medicine, shall have the power to commence and maintain
in any circuit court having jurisdiction of any person within this state who is practicing
medicine without a certificate of qualification or to whom a certificate of qualification
has been denied, or whose certificate of qualification has been suspended or revoked by the
action of the board, an action in the nature of quo warranto as provided for in Section 6-6-590
et seq., as the same is now or may hereafter be amended, to order such person from continuing
to practice medicine or osteopathy within the State of Alabama, and jurisdiction is conferred
upon the circuit courts of this state to hear and determine all such...
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41-10-635
Section 41-10-635 Dissolution. At any time when no bonds of the authority are outstanding,
the authority may be dissolved upon the filing with the Secretary of State of an application
for dissolution, which shall be subscribed by each of the directors of the authority and sworn
to by each director before an officer authorized to take acknowledgments to deeds. Upon the
filing of the application for dissolution, the authority shall cease to exist. The Secretary
of State shall file and record the application for dissolution in an appropriate book of record
in his or her office, and shall make and issue, under the Great Seal of the State, a certificate
that the authority is dissolved, and shall record the certificate with the application for
dissolution. Title to all property held in the name of the authority shall be vested in the
state upon dissolution of the authority. (Act 99-353, p. 538, §16.)...
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41-10-764
Section 41-10-764 Dissolution. At any time when no bonds of the authority are outstanding,
the authority may be dissolved upon the filing with the Secretary of State of an application
for dissolution, which shall be subscribed by each of the directors of the authority and sworn
to by each director before an officer authorized to take acknowledgments to deeds. Upon the
filing of the application for dissolution, the authority shall cease to exist. The Secretary
of State shall file and record the application for dissolution in an appropriate book of record
in his or her office, and shall make and issue, under the Great Seal of the State, a certificate
that the authority is dissolved, and shall record the certificate with the application for
dissolution. Title to all property held in the name of the authority shall be vested in the
state upon dissolution of the authority. (Act 2016-469, 1st Sp Sess., §15.)...
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10A-2-6.40
Section 10A-2-6.40 Distributions to shareholders. REPEALED IN THE 2019 REGULAR SESSION BY ACT
2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A board
of directors may authorize and the corporation may make distributions subject to restriction
by the articles of incorporation and the limitation in subsection (c). (b) If the board of
directors does not fix the record date for determining shareholders entitled to a distribution
other than one involving a repurchase or reacquisition of shares, it is the date the board
of directors authorizes the distribution. (c) No distribution may be made if, after giving
it effect: (1) The corporation would not be able to pay its debts as they become due in the
usual course of business; or (2) The corporation's total assets would be less than the sum
of its total liabilities plus, unless the articles of incorporation permit otherwise, the
amount that would be needed, if the corporation were to be dissolved at the time...
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