31-9-40
Section 31-9-40 Compact adopted and enacted. The Emergency Management Assistance Compact is
enacted into law and entered with all jurisdictions mutually adopting the compact in the form
substantially as follows: THE EMERGENCY MANAGEMENT ASSISTANCE COMPACT Article I - Purpose
and Authorities. This compact is made and entered into by and between the participating member
states which enact this compact, hereinafter called party states. For the purpose of this
agreement, the term "states" is taken to mean the several states, the Commonwealth
of Puerto Rico, the District of Columbia, and all U.S. territorial possessions. The purpose
of this compact is to provide for mutual assistance between the states entering into this
compact in managing any emergency or disaster that is duly declared by the governor of the
affected state or states, whether arising from natural disaster, technological hazard, man-made
disaster, civil emergency aspects of resources shortages, community disorders,...
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10A-2A-8.22
Section 10A-2A-8.22 Notice of meeting. (a) Unless the certificate of incorporation or bylaws
provide otherwise, regular meetings of the board of directors may be held without notice of
the date, time, place, or purpose of the meeting. (b) Unless the certificate of incorporation
or bylaws provide for a longer or shorter period, special meetings of the board of directors
shall be preceded by at least two days' notice of the date, time, and place of the meeting.
The notice need not describe the purpose of the special meeting unless required by the certificate
of incorporation or bylaws. (Act 2019-94, §1.)...
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10A-2A-7.08
Section 10A-2A-7.08 Conduct of meeting. Unless the certificate of incorporation or bylaws provide
otherwise, a meeting of the stockholders shall be conducted as follows: (a) At each meeting
of stockholders, a chair shall preside. The chair shall be appointed by the board of directors.
(b) The board of directors shall determine the order of business and shall have the authority
to establish rules for the conduct of the meeting. (c) The chair of the meeting shall announce
at the meeting when the polls close for each matter voted upon. If no announcement is made,
the polls shall be deemed to have closed upon the final adjournment of the meeting. After
the polls close, no ballots, proxies or votes nor any revocations or changes to ballots, proxies
or votes may be accepted. (Act 2019-94, §1.)...
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10A-2A-7.02
Section 10A-2A-7.02 Special meetings. (a) Special meetings of the stockholders may be called
by the board of directors or by such person or persons as may be authorized by the certificate
of incorporation or by the bylaws. (b) In the event that the certificate of incorporation
or bylaws allow stockholders to demand a special meeting of the stockholders, then if not
otherwise fixed under Section 10A-2A-7.03 or Section 10A-2A-7.07, the record date for determining
stockholders entitled to demand a special meeting shall be the first date on which a signed
stockholder demand is delivered to the corporation. No written demand for a special meeting
shall be effective unless, within 60 days of the earliest date on which the demand delivered
to the corporation as allowed by the certificate of incorporation or bylaws was signed, written
demands signed by stockholders holding at least the percentage of votes specified in or fixed
in accordance with the certificate of incorporation or bylaws have...
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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...
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22-51-9
Section 22-51-9 Board of directors - Meetings; quorum; constitution and bylaws. The board of
directors shall hold monthly meetings and such special meetings as may be called, from time
to time, on at least two days' notice given by the chairman or by any three members thereof,
said notice to be given to each member thereof; provided, that where the board of directors
exceeds 16 members, the executive committee shall meet at least monthly and the complete board
of directors shall meet at least every six months. The said board shall adopt a constitution
and bylaws, to be subject to this chapter, the certificate of incorporation and laws of the
State of Alabama. Three members of the said board shall constitute a quorum for the transaction
of business. A copy of the constitution and bylaws shall also be filed with the Alabama Department
of Mental Health. (Acts 1967, No. 310, p. 853, §8.)...
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22-23A-5
Section 22-23A-5 Application to become corporation; filing and recordation; certificate of
incorporation; officers; board of directors; record of proceedings. (a) To become a corporation,
the Governor, the director of the department, the Director of Finance, and the two legislators
appointed to the authority in Section 22-23A-3 shall present to the Secretary of State of
Alabama an application signed by them which shall set forth: (1) The name, official designation
and official residence of each of the applicants, together with a certified copy of the commission
evidencing each applicant's right to office; (2) The date on which each applicant was inducted
into office and the term of office of each of the applicants; (3) The name of the proposed
corporation, which shall be the "Alabama Water System Assistance Authority"; (4)
The location of the principal office of the proposed corporation; and (5) Any other matter
relating to the incorporation which the applicants may choose to insert...
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10A-2A-7.27
Section 10A-2A-7.27 Modifying quorum or voting requirements. An amendment to the certificate
of incorporation that adds, changes, or deletes a quorum or voting requirement shall meet
the same quorum requirement and be adopted by the same vote and voting groups required to
take action under the quorum and voting requirements then in effect or proposed to be adopted,
whichever is greater. (Act 2019-94, §1.)...
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10A-2A-8.04
Section 10A-2A-8.04 Election of directors by certain classes or series of stock. If the certificate
of incorporation or action by the board of directors pursuant to Section 10A-2A-6.02 authorizes
dividing the stock into classes or series, the certificate of incorporation may also authorize
the election of all or a specified number of directors by the holders of one or more authorized
classes or series of stock. A class or series (or multiple classes or series) of stock entitled
to elect one or more directors is a separate voting group for purposes of the election of
directors. (Act 2019-94, §1.)...
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10A-2A-2.07
Section 10A-2A-2.07 Forum selection provisions. (a) The certificate of incorporation or the
bylaws may require that any or all internal corporate claims shall be brought exclusively
in any specified court or courts of this state and, if so specified, in any additional courts
in this state or in any other jurisdictions with which the corporation has a reasonable relationship.
(b) A provision of the certificate of incorporation or bylaws adopted under subsection (a)
shall not have the effect of conferring jurisdiction on any court or over any person or claim,
and shall not apply if none of the courts specified by that provision has the requisite personal
and subject matter jurisdiction. If the court or courts of this state specified in a provision
adopted under subsection (a) do not have the requisite personal and subject matter jurisdiction
and another court of this state does have jurisdiction, then the internal corporate claim
may be brought in the other court of this state,...
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