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28-3-190
Section 28-3-190 Levy of tax; collection; disposition of proceeds by localities; enforcement
and administration; penalties; exclusive nature of tax. (a) Levy. In addition to the excise
tax levied by Article 5A of Chapter 3 of this title and the licenses provided for by Chapter
3A of this title and by Section 28-3-194, and any acts amendatory thereof, supplementary thereto
or substituted therefor, and municipal and county licenses, there is hereby levied a privilege
or excise tax on every person licensed under the provisions of Chapter 3A who sells, stores,
or receives for the purpose of distribution, to any person, firm, corporation, club, or association
within the State of Alabama any beer. The tax levied hereby shall be measured by and graduated
in accordance with the volume of sales by such person of beer, and shall be an amount equal
to one and six hundred twenty-five thousands cents (1.625 cents) for each four fluid ounces
or fractional part thereof. (b) Collection. The tax levied...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/28-3-190.htm - 43K - Match Info - Similar pages
10A-2A-7.04
Section 10A-2A-7.04 Action without meeting. (a) Unless otherwise provided in the certificate
of incorporation, any action required or permitted by this chapter to be taken at any meeting
of the stockholders may be taken without a meeting, and without prior notice, if one or more
consents in writing setting forth the action so taken are signed by the holders of outstanding
stock having not less than the minimum number of votes that would be required to authorize
or take the action at a meeting at which all shares of stock entitled to vote on the action
were present and voted; provided, however, that if a corporation's certificate of incorporation
authorizes stockholders to cumulate their votes when electing directors pursuant to Section
10A-2A-7.28, directors may not be elected by less than unanimous written consent. The action
must be evidenced by one or more written consents describing the action taken, signed by the
stockholders approving the action and delivered to the corporation...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-7.04.htm - 4K - Match Info - Similar pages
10A-2A-10.09
Section 10A-2A-10.09 Effect of amendment. (a) An amendment to the certificate of incorporation
does not affect a cause of action existing against or in favor of the corporation, a proceeding
to which the corporation is a party, or the existing rights of persons other than the stockholders.
An amendment changing a corporation's name does not affect a proceeding brought by or against
the corporation in its former name. (b) A stockholder who becomes subject to new personal
liability in respect of the corporation as a result of an amendment to the certificate of
incorporation shall have that new personal liability only in respect of interest holder liabilities
that arise after the amendment becomes effective. (c) Except as otherwise provided in the
certificate of incorporation of the corporation, the personal liability of a stockholder who
had personal liability in respect of the corporation before the amendment becomes effective
and has new personal liability after the amendment becomes...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-10.09.htm - 2K - Match Info - Similar pages
10A-2A-1.52
Section 10A-2A-1.52 Judicial proceedings regarding validity of corporate actions. (a) Upon
application by the corporation, any successor entity to the corporation, a director of the
corporation, any stockholder, beneficial stockholder or unrestricted voting trust beneficial
owner of the corporation, including any stockholder, beneficial stockholder or unrestricted
voting trust beneficial owner as of the date of the defective corporate action ratified under
Section 10A-2A-1.47, or any other person claiming to be substantially and adversely affected
by a ratification under Section 10A-2A-1.47, the designated court, and if none, the circuit
court for the county in which the corporation's principal office is located in this state,
and if none in this state, the circuit court for the county in which the corporation's most
recent registered office, is located, may: (1) determine the validity and effectiveness of
any corporate action or defective corporate action; (2) determine the validity...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-1.52.htm - 2K - 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, ยง1.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-8.23.htm - 1K - Match Info - Similar pages
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-2A-8.58
Section 10A-2A-8.58 Variation by corporate action; application of division. (a) A corporation
may, by a provision in its certificate of incorporation, bylaws, or in a resolution adopted
or a contract approved by the board of directors or stockholders, obligate itself in advance
of the act or omission giving rise to a proceeding to provide indemnification in accordance
with Section 10A-2A-8.51 or advance funds to pay for or reimburse expenses in accordance with
Section 10A-2A-8.53. Any obligatory provision shall be deemed to satisfy the requirements
for authorization referred to in Section 10A-2A-8.53(c) and in Section 10A-2A-8.55(c). Any
provision that obligates the corporation to provide indemnification to the fullest extent
permitted by law shall be deemed to obligate the corporation to advance funds to pay for or
reimburse expenses in accordance with Section 10A-2A-8.53 to the fullest extent permitted
by law, unless the provision expressly provides otherwise. (b) A right of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-8.58.htm - 3K - Match Info - Similar pages
10A-2A-8.02
Section 10A-2A-8.02 Qualifications of directors. (a) The certificate of incorporation or bylaws
may prescribe qualifications for directors or for nominees for directors. Qualifications must
be reasonable as applied to the corporation and be lawful. (b) A requirement that is based
on a past, prospective, or current action, or expression of opinion, by a nominee for director
or a director that could limit the ability of a nominee for director or a director to discharge
his or her duties as a director is not a permissible qualification under this section. Notwithstanding
the foregoing, qualifications may include not being or having been subject to specified criminal,
civil, or regulatory sanctions or not having been removed as a director by judicial action
or for cause. (c) A director shall be a natural person of the age of at least 19 years but
need not be a resident of this state or a stockholder unless the certificate of incorporation
or bylaws so prescribe. (d) A qualification for...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-8.02.htm - 1K - Match Info - Similar pages
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...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/4-3-45.htm - 7K - Match Info - Similar pages
10A-2A-10.03
Section 10A-2A-10.03 Amendment by board of directors and stockholders. If a corporation has
issued stock, an amendment to the certificate of incorporation shall be adopted in the following
manner: (a) The proposed amendment shall first be adopted by the board of directors. (b) Except
as provided in Sections 10A-2A-10.05, 10A-2A-10.07, and 10A-2A-10.08, the amendment shall
then be approved by the stockholders. In submitting the proposed amendment to the stockholders
for approval, the board of directors shall recommend that the stockholders approve the amendment,
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 10A-2A-8.26
applies. If either (i) or (ii) applies, the board of directors must inform the stockholders
of the basis for its so proceeding. (c) The board of directors may set conditions for the
approval of the amendment by the stockholders or the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-10.03.htm - 3K - Match Info - Similar pages
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