10A-2-6.03
Section 10A-2-6.03 Issued and outstanding shares. REPEALED IN THE 2019 REGULAR SESSION BY ACT
2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A corporation
may issue the number of shares of each class or series authorized by the articles of incorporation.
Shares that are issued are outstanding shares until they are reacquired, redeemed, converted,
or canceled. (b) The reacquisition, redemption, or conversion of outstanding shares is subject
to the limitations of subsection (c) of this section and to Section 10A-2-6.40. (c) At all
times that shares of the corporation are outstanding, one or more shares that together have
unlimited voting rights and one or more shares that together are entitled to receive the net
assets of the corporation upon dissolution must be outstanding. (Acts 1994, No. 94-245, p.
343, §1; §10-2B-6.03; amended and renumbered by Act 2009-513, p. 967, §98.)...
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10A-2-6.04
Section 10A-2-6.04 Fractional shares. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A corporation may: (1) Issue
fractions of a share or pay in money the value of fractions of a share; (2) Arrange for disposition
of fractional shares by the shareholders; (3) Issue scrip in registered or bearer form entitling
the holder to receive a full share upon surrendering enough scrip to equal a full share. (b)
Each certificate representing scrip must be conspicuously labeled "scrip" and must
contain the information required by Section 10A-1-3.42(c). (c) The holder of a fractional
share is entitled to exercise the rights of a shareholder, including the right to vote, to
receive dividends, and to participate in the assets of the corporation upon liquidation. The
holder of scrip is not entitled to any of these rights unless the scrip provides for them.
(d) The board of directors may authorize the issuance of scrip...
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10A-2-6.21
Section 10A-2-6.21 Issuance of shares. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94
EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) The powers granted
in this section to the board of directors may be reserved to the shareholders by the articles
of incorporation. (b) The board of directors may authorize shares to be issued for consideration
consisting of money, labor done or property actually received. (c) Before the corporation
issues shares, the board of directors must determine that the consideration received or to
be received before issuance for shares to be issued is adequate. That determination by the
board of directors is conclusive insofar as the adequacy of consideration for the issuance
of shares relates to whether the shares are validly issued, fully paid, and nonassessable.
(d) When the corporation receives the consideration for which the board of directors authorized
the issuance of shares, the shares issued therefor are fully paid, and...
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10A-2-6.23
Section 10A-2-6.23 Share dividends. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) Unless the articles of incorporation
provide otherwise, shares may be issued pro rata and without consideration to the corporation's
shareholders of one or more classes or series. An issuance of shares under this subsection
is a share dividend. (b) Shares of one class or series may not be issued as a share dividend
in respect of shares of another class or series unless (1) the articles of incorporation so
authorize, (2) a majority of the votes entitled to be cast by the class or series to be issued
approve the issue, or (3) there are no outstanding shares of the class or series to be issued.
(c) An issuance of shares under this section must also meet the requirements of the Constitution
of Alabama of 1901, as the same may be amended from time to time. (d) If the board of directors
does not fix the record date for determining...
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10A-2-7.01
Section 10A-2-7.01 Annual meeting. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A corporation shall hold
a meeting of shareholders annually at a time stated or fixed in accordance with the bylaws.
(b) Annual shareholders' meetings may be held in or out of this state at the place stated
in or fixed in accordance with the bylaws. If no place is stated in or fixed in accordance
with the bylaws, annual meetings shall be held at the corporation's principal office. (c)
The failure to hold an annual meeting at the time stated in or fixed in accordance with a
corporation's bylaws does not affect the validity of any corporate action. (Acts 1994, No.
94-245, p. 343, §1; §10-2B-7.01; amended and renumbered by Act 2009-513, p. 967, §108.)...

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10A-2-7.05
Section 10A-2-7.05 Notice of meeting. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A corporation, or, in the
case of a special meeting called pursuant to Section 10A-2-7.02(a)(3), the persons calling
the meeting, shall notify shareholders in writing of the date, time, and place of each annual
and special shareholders' meeting no fewer than 10 nor more than 60 days before the meeting
date. Unless this chapter or the articles of incorporation require otherwise, the corporation,
or other persons calling the meeting, are required to give notice only to shareholders entitled
to vote at the meeting. Notwithstanding the provisions of this section or any other provisions
of this chapter, the stock or bonded indebtedness of a corporation shall not be increased
at a meeting unless notice of the meeting shall have been given as may be required by Section
234 of the Constitution of Alabama of 1901, as the same may be...
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10A-2-7.06
Section 10A-2-7.06 Waiver of notice. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A shareholder may waive any
notice required by the Constitution of Alabama of 1901, this title or this chapter, the articles
of incorporation, or bylaws before or after the date and time stated in the notice. The waiver
must be in writing, be signed by the shareholder entitled to the notice, and be delivered
to the corporation for inclusion in the minutes or filing with the corporate records. (b)
A shareholder's attendance at a meeting: (1) Waives objection to lack of notice or defective
notice of the meeting, unless the shareholder at the beginning of the meeting objects to holding
the meeting or transacting business at the meeting; (2) Waives objection to consideration
of a particular matter at the meeting that is not within the purpose or purposes described
in the meeting notice, unless the shareholder objects to...
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10A-2-7.30
Section 10A-2-7.30 Voting trust. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) One or more shareholders
may create a voting trust, conferring on a trustee the right to vote or otherwise act for
them, by signing an agreement setting out the provisions of the trust, which may include anything
consistent with its purpose, and transferring their shares to the trustee. When a voting trust
agreement is signed, the trustee shall prepare a list of the names and addresses of all owners
of beneficial interests in the trust, together with the number and class of shares each transferred
to the trust, and deliver copies of the list and agreement to the corporation's principal
office. (b) A voting trust becomes effective on the date the first shares subject to the trust
are registered in the trustee's name. A voting trust is valid for not more than 10 years after
its effective date unless extended under subsection (c)....
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10A-2-8.02
Section 10A-2-8.02 Qualifications of directors. REPEALED IN THE 2019 REGULAR SESSION BY ACT
2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. The articles
of incorporation or bylaws may prescribe qualifications for directors. A director shall be
a natural person of the age of at least nineteen (19) years but need not be a resident of
this state or a shareholder of the corporation unless the articles of incorporation or bylaws
so prescribe. (Acts 1994, No. 94-245, p. 343, §1; §10-2B-8.02; amended and renumbered by
Act 2009-513, p. 967, §116.)...
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10A-2-8.07
Section 10A-2-8.07 Resignation of directors. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94
EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A director may
resign at any time by delivering written notice to the board of directors, its chair, or to
the corporation. (b) A resignation is effective when the notice is delivered unless the notice
specifies a later effective date. (Acts 1994, No. 94-245, p. 343, §1; §10-2B-8.07; amended
and renumbered by Act 2009-513, p. 967, §116.)...
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