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10A-2A-17.01
Section 10A-2A-17.01 Application of Article 17; definitions. (a) A corporation electing
to become a benefit corporation under this article in the manner prescribed in this article
is subject in all respects to the provisions of this chapter, except to the extent this article
imposes additional or different requirements, in which case those requirements apply. The
inclusion of a provision in this article does not imply that a contrary or different rule
of law applies to a corporation that is not a benefit corporation. This article does not affect
a statute or rule of law that applies to a corporation that is not a benefit corporation.
(b) As used in this article: (1) BENEFIT CORPORATION means a corporation that includes in
its certificate of incorporation a statement that the corporation is subject to this article.
(2) PUBLIC BENEFIT means a positive effect, or reduction of negative effects, on one or more
communities or categories of persons (other than stockholders solely in their...
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10A-2A-11.04
Section 10A-2A-11.04 Action on a plan of merger or stock exchange. In the case of a
corporation that is a constituent organization or the acquired entity in a stock exchange,
the plan of merger or stock exchange shall be adopted in the following manner: (a) The plan
of merger or stock exchange shall first be adopted by the board of directors. (b) Except as
provided in subsections (h), (j), and (l) and in Section 10A-2A-11.05, the plan of
merger or stock exchange shall then be approved by the stockholders. In submitting the plan
of merger or stock exchange to the stockholders for approval, the board of directors shall
recommend that the stockholders approve the plan or, in the case of an offer referred to in
subsection (j)(2), that the stockholders tender their stock to the offeror in response to
the offer, unless (i) the board of directors makes a determination that because of conflicts
of interest or other special circumstances it should not make a recommendation or (ii) Section...
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10A-2A-1.20
Section 10A-2A-1.20 Requirements for filing instruments; extrinsic facts. (a) Whenever
any filing instrument is to be filed with the Secretary of State or in accordance with this
chapter, such instrument shall be executed as follows: (1) Except as provided in subsection
(a)(3), the certificate of incorporation, and any other instrument to be filed before the
election of the initial board of directors if the initial directors were not named in the
certificate of incorporation, shall be signed by the incorporator or incorporators or the
successors and assigns of the incorporator or incorporators. If any incorporator is not available
then any other instrument may be signed, with the same effect as if the incorporator had signed
it, by any person for whom or on whose behalf the incorporator, in executing the certificate
of incorporation, was acting directly or indirectly as employee or agent, provided that the
other instrument shall state that the incorporator is not available and the...
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40-27-1
Section 40-27-1 Compact adopted; terms. The following Multistate Tax Compact is hereby
approved, adopted and enacted into law by the State of Alabama: Multistate Tax Compact Article
I. Purposes. The purposes of this compact are to: 1. Facilitate proper determination of state
and local tax liability of multistate taxpayers, including the equitable apportionment of
tax bases and settlement of apportionment disputes. 2. Promote uniformity or compatibility
in significant components of tax systems. 3. Facilitate taxpayer convenience and compliance
in the filing of tax returns and in other phases of tax administration. 4. Avoid duplicative
taxation. Article II. Definitions. As used in this compact: 1. "State" means a state
of the United States, the District of Columbia, the Commonwealth of Puerto Rico, or any territory
or possession of the United States. 2. "Subdivision" means any governmental unit
or special district of a state. 3. "Taxpayer" means any corporation, partnership,
firm,...
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27-61-1
Section 27-61-1 Surplus Lines Insurance Multi-State Compliance Compact. The Surplus
Lines Insurance Multi-State Compliance Compact Act is enacted into law and entered into with
all jurisdictions mutually adopting the compact in the form substantially as follows: PREAMBLE
WHEREAS, with regard to Non-Admitted Insurance policies with risk exposures located in multiple
states, the 111th United States Congress has stipulated in Title V, Subtitle B, the Non-Admitted
and Reinsurance Reform Act of 2010, of the Dodd-Frank Wall Street Reform and Consumer Protection
Act, hereafter, the NRRA, that: (A) The placement of Non-Admitted Insurance shall be subject
to the statutory and regulatory requirements solely of the insured's Home State, and (B) Any
law, regulation, provision, or action of any State that applies or purports to apply to Non-Admitted
Insurance sold to, solicited by, or negotiated with an insured whose Home State is another
State shall be preempted with respect to such application;...
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45-6-242
Section 45-6-242 Levy of taxes; exemptions; payment of taxes; reports by taxpayers;
applicability of state sales tax statutes; disposition of funds. (a) The following words,
terms, and phrases where used in this section shall have the following respective meanings
except where the context clearly indicates a different meaning: (1) "County" means
Bullock County in the State of Alabama. (2) "Commissioner" means the Commissioner
of Revenue of the state. (3) "State Department of Revenue" means the Department
of Revenue of the state. (4) "State" means the State of Alabama. (5) "State
sales tax statutes" means Division 1 of Article 1 of Chapter 23 of Title 40, as amended,
including all other statutes of the state which expressly set forth any exemptions from the
computation of the taxes levied in Division 1 and all other statutes which expressly apply
to, or purport to affect, the administration of Division 1 and the incidence and collection
of the taxes imposed therein. (6) "State sales...
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9-18-1
Section 9-18-1 Enactment of Southern Interstate Nuclear Compact. The Southern Interstate
Nuclear Compact is hereby enacted into law and entered into by the state of Alabama with any
and all states legally joining therein in accordance with its terms, in the form substantially
as follows: "SOUTHERN INTERSTATE NUCLEAR COMPACT "Article I. Policy and Purpose
"The party states recognize that the proper employment of nuclear energy, facilities,
materials, and products can assist substantially in the industrialization of the south and
the development of a balanced economy for the region. They also recognize that optimum benefit
from and acquisition of nuclear resources and facilities requires systematic encouragement,
guidance, and assistance from the party states on a cooperative basis. It is the policy of
the party states to undertake such cooperation on a continuing basis; it is the purpose of
this compact to provide the instruments and framework for such a cooperative effort to improve...
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9-18A-1
Section 9-18A-1 Enactment of Southern States Energy Compact. The Legislature hereby
enacts, and the State of Alabama hereby enters into, the Southern States Energy Compact with
any and all states legally joining therein in accordance with its terms, in the form substantially
as follows: "SOUTHERN STATES ENERGY COMPACT "Article I. Policy and Purpose. "The
party states recognize that the proper employment and conservation of energy and employment
of energy-related facilities, materials, and products, within the context of a responsible
regard for the environment, can assist substantially in the industrialization of the south
and the development of a balanced economy for the region. They also recognize that optimum
benefit from an acquisition of energy resources and facilities require systematic encouragement,
guidance and assistance from the party states on a cooperative basis. It is the policy of
the party states to undertake such cooperation on a continuing basis; it is the purpose of...
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22-22A-5
Section 22-22A-5 Powers and functions of department; representation of department by
Attorney General in legal actions. In addition to any other powers and functions which may
be conferred upon it by law, the department is authorized beginning October 1, 1982 to: (1)
Administer appropriate portions of Sections 9-7-10 through 9-7-20, which relate to permitting,
regulatory and enforcement functions; administer and enforce the provisions and execute the
functions of Chapter 28 of this title; Chapter 22 of this title; Article 2 of Chapter 23 of
this title; Chapter 30 of this title; appropriate portions of Article 1 of Chapter 27 of this
title; Sections 22-24-1 through 22-24-11; Sections 22-25-1 through 22-25-15; and Sections
22-36-1 through 22-36-10. (2) Acting through the Environmental Management Commission, promulgate
rules, regulations, and standards in order to carry out the provisions and intent of this
chapter; provided, however, that prior to the promulgation of any state primary or...
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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...
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