11-54B-11
Section 11-54B-11 District management corporation limits, powers, and duties. (a) District management corporations shall be incorporated under the Alabama Nonprofit Corporation Act (Chapter 3A of Title 10) and shall exercise their powers in a manner consistent with such act. (b) To qualify for designation by ordinance to manage a self-help business improvement district, the articles of incorporation of a proposed district management corporation must provide the following: (1) That the property, business, and affairs of the corporation shall be managed by a board of directors. (2) The names and addresses of the initial members of the board of directors. (3) That the initial members of the board shall be divided into three groups which are as equal in number as is possible, that such groups will serve for initial terms of one (1), two (2) and three (3) years respectively, and that all directors thereafter elected by the board of directors shall serve for a term of three (3) years. (4)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-54B-11.htm - 6K - Match Info - Similar pages
10A-2A-7.25
Section 10A-2A-7.25 Quorum and voting requirements for voting groups. (a) Stock entitled to vote as a separate voting group may take action on a matter at a meeting only if a quorum of those shares of stock exists with respect to that matter. Unless the certificate of incorporation provides otherwise, stock representing a majority of the votes entitled to be cast on the matter by the voting group constitutes a quorum of that voting group for action on that matter. Whenever this chapter requires a particular quorum for a specified action, the certificate of incorporation may not provide for a lower quorum. (b) Once a share of stock is represented for any purpose at a meeting, it is deemed present for quorum purposes for the remainder of the meeting and for any adjournment of that meeting unless a new record date is or must be fixed for that adjourned meeting. (c) If a quorum exists, action on a matter (other than the election of directors) by a voting group is approved if the votes cast...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-7.25.htm - 2K - Match Info - Similar pages
11-99B-5
Section 11-99B-5 Authorization and procedure for amendment of certificate of incorporation. (a) The certificate of incorporation of any district may at any time and from time to time be amended in the manner provided in this section. (b)(1) The board shall first adopt a resolution proposing an amendment to the certificate of incorporation which shall be set forth in full in the said resolution and which amendment may include, without limitation: a. A change in the name of the district. b. The addition to the project or projects of the district of a new project or projects and the proposed location thereof. c. Any matters which might have been included in the original certificate of incorporation, or any change in any such matters. (2) If any proposed amendment would add any new county, municipality, or public corporation as a member of a district, such proposed amendment shall include, in addition: a. Provisions for election of at least one director by the governing body of each such...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-99B-5.htm - 4K - Match Info - Similar pages
45-49A-10.03
Section 45-49A-10.03 Board of directors. All powers of the corporation shall be exercised by the board of directors or pursuant to its authority. The directors shall be elected by the governing body of the City of Bayou La Batre for staggered terms of office as follows: Two years for the first appointee; three years for the second appointee; four years for the third appointee; five years for the fourth appointee; six years for the fifth appointee; and thereafter the term of office of each director shall be six years. If any director resigns or dies or becomes incapable of acting as a director or ceases to reside in the city or is otherwise disqualified to act, the governing body of the City of Bayou La Batre shall elect a successor to serve for the unexpired term. Directors shall be eligible for reelection to succeed themselves in office. A majority of the members of the board shall constitute a quorum for the transaction of business. The corporation shall have a president, vice...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-49A-10.03.htm - 2K - Match Info - Similar pages
10A-3-2.02
Section 10A-3-2.02 Meetings of members, generally. (a) Meetings of members may be held at the place, either within or without Alabama, as may be provided in the bylaws. In the absence of any provision, all meetings shall be held at the registered office of the corporation in Alabama. (b) An annual meeting of the members shall be held at the time as may be provided in the bylaws. Failure to hold the annual meeting at the designated time shall not work a forfeiture or dissolution of the corporation. (c) Special meetings of the members may be called by the president or by the board of directors. Special meetings of the members may also be called by other officers or persons or number or proportion of members as may be provided in the governing documents. In the absence of a provision fixing the number or proportion of members entitled to call a meeting, a special meeting of members may be called by members having one-twentieth of the votes entitled to be cast at the meeting. (Acts 1984,...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-3-2.02.htm - 1K - Match Info - Similar pages
10A-3-5.04
Section 10A-3-5.04 Articles of merger or consolidation. (a) Upon the approval, articles of merger or articles of consolidation shall be executed for each nonprofit corporation by its president or a vice president, and by its secretary or an assistant secretary, and verified by one of the officers signing the articles, and shall set forth: (1) The plan of merger or the plan of consolidation; (2) If the members of any merging or consolidating nonprofit corporation are entitled to vote thereon, then as to each nonprofit corporation (i) a statement setting forth the date of the meeting of members at which the plan was adopted, that a quorum was present at the meeting, and that the plan received at least two-thirds of the votes entitled to be cast by members present or represented by proxy at the meeting, or (ii) a statement that the amendment was adopted by a consent in writing signed by all members entitled to vote with respect thereto; and (3) If any merging or consolidating nonprofit...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-3-5.04.htm - 1K - Match Info - Similar pages
10A-4-3.02
Section 10A-4-3.02 Death or disqualification of shareholder. (a) Upon the death of a shareholder of a domestic professional corporation, or if a shareholder of a domestic professional corporation becomes a disqualified person, or if shares of a domestic professional corporation are transferred by operation of law or court decree to a disqualified person, the shares of the deceased shareholder or of the disqualified person may be transferred to a qualified person and, if not so transferred, shall be purchased or redeemed by the domestic professional corporation to the extent of funds which may be legally made available for the purchase. (b) If the price for the shares is not fixed by the governing documents of the domestic professional corporation or by private agreement, the domestic professional corporation, within six months after the death or 30 days after the disqualification or transfer, as the case may be, shall make a written offer to pay for the shares at a specified price...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-4-3.02.htm - 7K - Match Info - Similar pages
11-99B-3
Section 11-99B-3 Filing of application for incorporation of district; adoption of resolutions approving or denying application by governing bodies. (a) In order to incorporate a district under this chapter, any number of natural persons, not less than three, shall first file an identical written application with the governing body of each county, municipality, and public corporation proposed to be a member of the proposed district. Such application shall contain: (1) A statement of each project that the district proposes to acquire or construct. (2) A general description of the area or areas in which the district proposes to acquire or construct such project or projects, and the name of each county, municipality, and public corporation proposed to be a member of the district. (3) A proposed total number of directors, which shall be at least equal to the total number of counties and municipalities, and public corporations with the governing bodies of which such application is filed, but...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-99B-3.htm - 3K - Match Info - Similar pages
10A-3-4.01
Section 10A-3-4.01 Procedure to amend certificate of formation of a nonprofit corporation. (a) Amendments to the certificate of formation of a nonprofit corporation shall be made in the following manner: (1) If there are members entitled to vote thereon, the board of directors shall adopt a resolution setting forth the proposed amendment and directing that it be submitted to a vote at a meeting of members entitled to vote thereon, which may be either an annual or a special meeting. Written notice setting forth the proposed amendment or a summary of the changes to be effected thereby shall be given to each member entitled to vote at the meeting within the time and in the manner provided in this chapter for the giving of notice of meetings of members. The proposed amendment shall be adopted upon receiving at least two-thirds of the votes entitled to be cast by members present or represented by proxy at the meeting. (2) If there are no members, or no members entitled to vote thereon, or...
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45-37-121.02
Section 45-37-121.02 Personnel board - Composition; meetings. The personnel board shall be comprised of seven members consisting of the following persons: The Chair of the County Commission of Jefferson County; the mayor of the municipality having the greatest number of employees in the classified service; one member of the Jefferson County Mayors Association, an Alabama nonprofit corporation, not otherwise serving hereunder who is appointed by its governing body; two employees in the classified service, one of whom shall be African American not otherwise serving hereunder who shall be elected by popular vote of the permanent employees in the classified service from a list of nominations submitted to the director under the signatures of at least five employees in the classified service on or before September 30 of each year; and two persons appointed by the presiding Judge of Probate of Jefferson County, one of whom shall reside in the Bessemer judicial division and one of whom shall...
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