Code of Alabama

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5-7A-43
Section 5-7A-43 Continuation of identity, obligations, etc., of state bank. Upon such conversion,
merger or consolidation becoming effective, the national bank shall be deemed to be a continuation
of the entity and of the identity of the state bank and all the rights, obligations and relations
of the state bank to or in respect to any person, estate, creditor, depositor, trustee or
beneficiary of any trust and in, or in respect to, any executorship or trusteeship or other
trust or fiduciary function shall remain unimpaired. The national bank, as of the time of
the taking effect of such conversion, merger or consolidation shall succeed to all such rights,
obligations, relations and trusts and the duties and liabilities connected therewith and shall
execute and perform each and every such trust or relation in the same manner as if the national
bank had itself assumed the trust or relation, including the obligations and liabilities connected
therewith. If the state bank is acting as...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/5-7A-43.htm - 2K - Match Info - Similar pages

10A-2A-6.30
Section 10A-2A-6.30 Stockholders' preemptive rights. (a) The stockholders of a corporation
do not have a preemptive right to acquire the corporation's unissued stock except to the extent
the certificate of incorporation so provides. (b) A statement included in the certificate
of incorporation that "the corporation elects to have preemptive rights" (or words
of similar effect) means that the following principles apply except to the extent the certificate
of incorporation expressly provides otherwise: (1) The stockholders of the corporation have
a preemptive right, granted on uniform terms and conditions prescribed by the board of directors
to provide a fair and reasonable opportunity to exercise the right, to acquire proportional
amounts of the corporation's unissued stock upon the decision of the board of directors to
issue them. (2) A preemptive right may be waived by a stockholder. A waiver evidenced by a
writing is irrevocable even though it is not supported by consideration. (3)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-6.30.htm - 3K - Match Info - Similar pages

22-6-163
Section 22-6-163 Legislative findings; rules; collaboration; approval of agreements and contracts;
state action immunity; confidentiality of records; additional duties. (a) The Legislature
declares that collaboration among public payers, private health carriers, third party purchasers,
and providers to identify appropriate service delivery systems and reimbursement methods in
order to align incentives in support of integrated and coordinated health care delivery is
in the best interest of the public. Collaboration pursuant to this article is to provide quality
health care at the lowest possible cost to Alabama citizens who are Medicaid eligible. The
Legislature, therefore, declares that this health care delivery system affirmatively contemplates
the foreseeable displacement of competition, such that any anti-competitive effect may be
attributed to the state's policy to displace competition in the delivery of a coordinated
system of health care for the public benefit. In furtherance of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/22-6-163.htm - 6K - Match Info - Similar pages

22-6-233
Section 22-6-233 Legislative findings; certification of collaborators; powers of Medicaid Agency;
state action immunity. (a) The Legislature declares that collaboration among public payers,
private health carriers, third party purchasers, and providers to identify appropriate service
delivery systems and reimbursement methods in order to align incentives in support of integrated
and coordinated health care delivery is in the best interest of the public. Collaboration
pursuant to this article is to provide quality health care at the lowest possible cost to
Alabama citizens who are Medicaid eligible. The Legislature, therefore, declares that this
health care delivery system affirmatively contemplates the foreseeable displacement of competition,
such that any anti-competitive effect may be attributed to the state's policy to displace
competition in the delivery of a coordinated system of health care for the public benefit.
In furtherance of this goal, the Legislature declares its intent...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/22-6-233.htm - 6K - Match Info - Similar pages

35-4A-5
Section 35-4A-5 Exclusions from statutory rule against perpetuities. Section 35-4A-2, the statutory
rule against perpetuities, does not apply to: (1) a nonvested property interest or a power
of appointment arising out of a nondonative transfer, except a nonvested property interest
or a power of appointment arising out of (i) a premarital or postmarital agreement, (ii) a
separation or divorce settlement, (iii) a spouse's election, (iv) a similar arrangement arising
out of a prospective, existing, or previous marital relationship between the parties, (v)
a contract to make or not to revoke a will or trust, (vi) a contract to exercise or not to
exercise a power of appointment, (vii) a transfer in satisfaction of a duty of support, or
(viii) a reciprocal transfer; (2) a fiduciary's power relating to the administration or management
of assets, including the power of a fiduciary to sell, lease, or mortgage property, and the
power of a fiduciary to determine principal and income; (3) a power...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/35-4A-5.htm - 3K - Match Info - Similar pages

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...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-11.04.htm - 11K - Match Info - Similar pages

37-6-21
Section 37-6-21 Sale, lease or encumbrance of property; offeror's disclosure statement; invitations
for competing or alternative proposals; exceptions; effect of violation. A cooperative may
not sell or lease all or any substantial portion of its property, unless such sale or lease
is authorized at a duly held meeting of the members thereof by the affirmative vote of not
less than two thirds of all the members of the cooperative and unless the notice of such sale
or lease shall have been contained in the notice of the meeting. A cooperative acting through
its board of trustees may mortgage, by mortgage or deed of trust, pledge or otherwise encumber,
to secure any indebtedness of the cooperative, all or any portion of its property, assets
and the revenues and income therefrom, from time to time, when authorized by the affirmative
vote of a majority of its members at a duly held meeting after proper notice thereof. The
board of trustees of a cooperative, without authorization of the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/37-6-21.htm - 5K - Match Info - Similar pages

41-10-44.9
Section 41-10-44.9 Establishment of tax increment funds. In order to provide a method of financing
project costs other than by the issuance of project obligations payable from the amounts required
to be paid by an approved company under a financing agreement, the authority may establish
one or more tax increment funds with respect to a project, into which the authority and an
approved company may agree that the approved company will deposit either or both of the following:
(i) an annual amount equal to the amount of corporate income tax levied by Section 40-18-31
that otherwise would be owed by the approved company on its income generated by or arising
from such project, and (ii) the aggregate job development fees withheld by the approved company
as provided in Section 41-10-44.7. The authority may also arrange for any gifts, grants, loans,
appropriations or other forms of aid from the federal or state governments or from any other
public or private entity to be paid into a tax...
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10A-1-6.31
Section 10A-1-6.31 Insurance and other arrangements. (a) Notwithstanding any other provision
of this article, an enterprise may purchase or procure or establish and maintain insurance
or another arrangement to indemnify or hold harmless an existing or former governing person,
delegate, officer, employee, or agent against any liability: (1) asserted against and incurred
by the person in that capacity; or (2) arising out of the person's status in that capacity.
(b) The insurance or other arrangement established under subsection (a) may insure or indemnify
against the liability described by subsection (a) without regard to whether the enterprise
otherwise would have had the power to indemnify the person against that liability under this
chapter. (c) Insurance or another arrangement that involves self-insurance or an agreement
to indemnify made with the enterprise or a person that is not regularly engaged in the business
of providing insurance coverage may provide for payment of a...
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10A-2A-1.40
Section 10A-2A-1.40 Chapter definitions. Notwithstanding Section 10A-1-1.03, as used in this
chapter, unless otherwise specified or unless the context otherwise requires, the following
terms have the following meanings: (1) AUTHORIZED STOCK means the stock of all classes and
series a corporation or foreign corporation is authorized to issue. (2) BENEFICIAL STOCKHOLDER
means a person who owns the beneficial interest in stock, which is either a record stockholder
or a person on whose behalf shares of stock are registered in the name of an intermediary
or nominee. (3) CERTIFICATE OF INCORPORATION means the certificate of incorporation described
in Section 10A-2A-2.02, all amendments to the certificate of incorporation, and any other
documents permitted or required to be delivered for filing by a corporation with the Secretary
of State under this chapter or Chapter 1 that modify, amend, supplement, restate, or replace
the certificate of incorporation. After an amendment of the certificate...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-1.40.htm - 13K - Match Info - Similar pages

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