Code of Alabama

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45-37-244.02
Section 45-37-244.02 Jefferson County Entity Business License Tax. (a) This section shall apply
only to Jefferson County. (b) As used in this section, the following words and terms shall
have the meanings ascribed to them: (1) BUSINESS ACTIVITY. The carrying on or practice of
any business, vocation, occupation, work, calling, or profession for profit. (2) BUSINESS
ENTITY. A person engaged in one or more business activities, other than an individual. (3)
COUNTY. Jefferson County. (4) GOVERNING BODY. The Jefferson County Commission. (5) INDIVIDUAL.
A natural person other than a sole proprietor. (6) PERSON. Any corporation, partnership, company,
association, unincorporated organization, or other entity formed to engage in business activity.
The term includes an individual engaged in business activity as a sole proprietorship. (c)(1)
In addition to all state license taxes levied under Article 2, commencing with Section 40-12-40,
Chapter 12, Title 40, as amended, the governing body of the...
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11-47-216
Section 11-47-216 Certificate of incorporation of authorities - Form; execution and acknowledgment;
filing with probate judge; recordation by probate judge; amendment. (a) Within 40 days following
the adoption of the most recent authorizing resolution, the applicants shall proceed to incorporate
an authority by filing for record in the office of the judge of probate of the county in which
the principal office of the authority is to be located a certificate of incorporation which
shall comply in form and substance with the requirements of this article and which shall be
in the form and executed in the manner provided in this article and shall also be in the form
theretofore approved by the governing body of each authorizing subdivision. (b) The certificate
of incorporation of the authority shall be signed and acknowledged by the incorporators before
an officer authorized by the laws of the state to take acknowledgment to deeds. When the certificate
of incorporation is filed for...
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27-21A-2
Section 27-21A-2 Establishment of health maintenance organizations. (a) Notwithstanding any
law of this state to the contrary, any person may apply to the commissioner for and obtain
a certificate of authority to establish and operate a health maintenance organization in compliance
with this chapter. No person shall establish or operate a health maintenance organization
in this state without obtaining a certificate of authority under this chapter. A foreign corporation
may qualify under this chapter, subject to its registration to do business in this state as
a foreign corporation under the provisions of Sections 10-2A-220, et seq. (b) Health maintenance
organizations licensed as of May 29, 1986, shall be issued a certificate of authority in accordance
with Section 27-21A-29. (c) Each application for a certificate of authority shall be verified
by an officer or authorized representative of the applicant, shall be in a form prescribed
by the commissioner, and shall set forth or be...
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10A-2A-11.05
Section 10A-2A-11.05 Merger between parent and subsidiary or between subsidiaries. (a) A domestic
or foreign parent entity that owns stock of a corporation which carries at least 90 percent
of the voting power of each class and series of the outstanding stock of that subsidiary corporation
that has voting power may (i) merge that subsidiary corporation into itself (if it is a corporation,
foreign corporation, or eligible entity), (ii) merge that subsidiary corporation into another
corporation, foreign corporation, or eligible entity in which the parent entity owns at least
90 percent of the voting power of each class and series of the outstanding stock or eligible
interests which have voting power, or (iii) merge itself (if it is a corporation, foreign
corporation, or eligible entity) into that subsidiary corporation, in any case without the
approval of the board of directors or stockholders of that subsidiary corporation, unless
the certificate of incorporation or organizational...
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11-47-214
Section 11-47-214 Authorization by subdivisions of organization and incorporation of authorities
for acquisition, establishment, operation, etc., of projects generally; application for authority
to form corporation; review of application; publication of resolution approving or denying
application. (a) The governing bodies of two or more subdivisions may authorize the organization
of an authority as a public corporation with powers set forth in this article for the purpose
of acquiring, financing, refinancing, providing, establishing, installing, using, or managing
one or more projects. (b) To organize such a corporation, not less than three natural persons
shall file with the governing body of any subdivision or any two or more thereof, an application
in writing for permission to incorporate a public corporation under this article, which application
shall: (1) Recite the name of each county and municipality with the governing body of the
county or municipality with which the...
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22-21-172
Section 22-21-172 Incorporation - Authority. Any county and any one or more municipalities
located, in whole or in part, in such county are hereby together empowered and authorized
to cause to be organized and incorporated one or more public corporations for hospital purposes
with all the power and authority provided in Section 22-21-179. Such power and authority shall
be exercised by the governing body of the county and by the governing body or bodies of the
municipality or municipalities proposing to exercise such power and authority. The determination
of such governing body to exercise the power and authority granted in this section shall be
evidenced by a resolution which: (1) Shall declare the desirability of organizing and incorporating
a public corporation for hospital purposes under this article; (2) Shall approve the form
of the certificate of incorporation proposed to be used in organizing the corporation; (3)
Shall find and determine that it is wise, expedient, necessary or...
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45-49-90.02
Section 45-49-90.02 Authority to incorporate; participation of municipality. (a) Whenever any
number of natural persons, not less than three, shall file with the governing body of Mobile
County an application in writing for authority to incorporate a public corporation under this
part, which application shall contain the proposed articles of incorporation and bylaws of
the public corporation, and if it shall be made to appear to such governing body that each
of the persons is a duly qualified elector of and owner of property in the county, and if
the governing body of the county shall adopt a resolution which shall be duly entered upon
the minutes of such governing body wherein it shall be found and determined that it is wise,
expedient, necessary, or advisable that such a corporation be formed and that the persons
filing the application shall be authorized to proceed to form such corporation, then the persons
shall proceed to organize such corporation by executing, acknowledging, and...
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10A-1-7.01
Section 10A-1-7.01 Foreign entities required to register. (a)(1) For purposes of this Article
7, the terms register, registering, and registered include (i) a foreign entity other than
a foreign limited liability partnership delivering to the Secretary of State for filing an
application for registration and the Secretary of State filing the application for registration,
and (ii) a foreign limited liability partnership delivering to the Secretary of State for
filing a statement of foreign limited liability partnership and the Secretary of State filing
the statement of foreign limited liability partnership. (2) For purposes of this Article 7,
the term registration includes (i) a filed application for registration and (ii) a filed statement
of foreign limited liability partnership. (b) For purposes of this Article 7, the terms transact
business and transacting business shall include conducting a business, activity, not for profit
activity, and any other activity, whether or not for...
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10A-20-5.01
Section 10A-20-5.01 Amendment of charter; fees for filing same; certified copy thereof. (a)
Any educational institution heretofore incorporated under special act of the Legislature or
under the general laws of the state may amend its charter as follows: (1) The trustees of
the corporation must adopt a resolution embracing the desired amendment of the charter, which
must be spread upon the minutes of the trustees; (2) If the trustees are not self-perpetuating,
but are appointed or elected by any persons or organization other than the trustees themselves,
a resolution embracing the desired amendments to the charter shall be submitted to the persons
or organization having the power to elect or appoint the trustees, and the resolution shall
be approved by the persons or organization having the power to elect or appoint the trustees;
(3) The resolution must then be submitted to the Governor, together with the approval of the
persons or organization having the power to appoint or elect the...
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10A-2A-10.08
Section 10A-2A-10.08 Amendment pursuant to reorganization. Notwithstanding Division B of Article
3 of Chapter 1: (a) A corporation's certificate of incorporation may be amended without action
by the board of directors or stockholders to carry out a plan of reorganization ordered or
decreed by a court of competent jurisdiction under the authority of a law of the United States
if the certificate of incorporation after the amendment only contains provisions required
or permitted by Section 10A-2A-2.02. (b) The individual or individuals designated by the court
shall deliver to the Secretary of State for filing a certificate of amendment setting forth:
(1) the name of the corporation; (2) the text of each amendment approved by the court; (3)
the date of the court's order or decree approving the certificate of amendment; (4) the title
of the reorganization proceeding in which the order or decree was entered; and (5) a statement
that the court had jurisdiction of the proceeding under federal...
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