33-12-5
Section 33-12-5 Powers, duties and functions. The powers, duties and functions of the agency shall be as follows: (1) GENERALLY. The agency a. Shall have perpetual succession in its corporate name. b. May sue and be sued in its corporate name. c. May adopt, use and alter a corporate seal, which shall be judicially noticed. d. May enter into such contracts and cooperative agreements with the federal, state and local governments, with agencies of such governments, with private individuals, corporations, associations, trusts and other organizations as the board may deem necessary or convenient to enable it to carry out the purposes of this chapter, including the planned, orderly residential development of the area. e. May adopt, amend and repeal bylaws. f. May appoint such managers, officers, employees, attorneys and agents as the board deems necessary for the transaction of its business, fix their compensation, define their duties, require bonds of such of them as the board may...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/33-12-5.htm - 18K - Match Info - Similar pages
10A-1-3.15
Section 10A-1-3.15 Right to restate certificate of formation. (a) A filing entity may restate its certificate of formation. (b) An amendment effected by a restated certificate of formation must comply with Section 10A-1-3.11(b). (Act 2009-513, p. 967, §16.)...
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10A-1-3.16
Section 10A-1-3.16 Procedures to restate certificate of formation. (a) The procedure to adopt a restated certificate of formation is governed by the chapter of this title which applies to the entity. (b) A filing entity that restates its certificate of formation shall sign and file, in the manner required by Article 4, a restated certificate of formation and accompanying statements complying with Section 10A-1-3.17. (Act 2009-513, p. 967, §16.)...
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10A-1-3.13
Section 10A-1-3.13 Certificate of amendment. A certificate of amendment for a filing entity must state: (1) the name of the filing entity; (2) the type of the filing entity; (3) the date of filing of the certificate of formation, and of all prior amendments and the filing office or offices where filed; (4) for each provision of the certificate of formation that is added, altered, or deleted, an identification by reference or description of the added, altered, or deleted provision and, if the provision is added or altered, a statement of the text of the amended or added provision; (5) that the amendment or amendments have been approved in the manner required by this title and the governing documents of the entity; and (6) all other information required by the provisions of this title applicable to the filing entity to be in the certificate of amendment. (Act 2009-513, p. 967, §16.)...
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10A-5-2.01
Section 10A-5-2.01 Formation. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144 EFFECTIVE JANUARY 1, 2017. One or more persons may form a limited liability company by filing a certificate of formation for the limited liability company with the judge of probate of the county in which the initial registered office of the limited liability company is located pursuant to Article 3 of Chapter 1. (Acts 1993, No. 93-724, p. 1425, §9; Act 97-920, 1st Ex. Sess., p. 312, §1; §10-12-9; amended and renumbered by Act 2009-513, p. 967, §218.)...
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10A-5A-1.02
Section 10A-5A-1.02 Definitions. Notwithstanding Section 10A-1-1.03, as used in this chapter, unless the context otherwise requires, the following terms mean: (a) "Certificate of formation," with respect to a limited liability company, means the certificate provided for by Section 10A-5A-2.01, and the certificate as amended or restated. (b) "Constituent limited liability company" means a constituent organization that is a limited liability company. (c) "Constituent organization" means an organization that is party to a merger under Article 10. (d) "Converted organization" means the organization into which a converting organization converts pursuant to Article 10. (e) "Converting limited liability company" means a converting organization that is a limited liability company. (f) "Converting organization" means an organization that converts into another organization pursuant to Article 10. (g) "Disqualified person" means any person who is not a qualified person. (h) "Distribution" except...
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10A-9A-1.04
Section 10A-9A-1.04 Nature and purpose. (a) A limited partnership is a separate legal entity. A limited partnership's status for tax purposes shall not affect its status as a separate legal entity formed under this chapter. A limited partnership is the same entity regardless of whether its certificate of formation states that the limited partnership is a limited liability limited partnership. A partner has no interest in any specific property of a limited partnership. (b) A limited partnership may carry on any lawful activity, whether or not for profit, except a banking or insurance business. (Act 2016-379, §1.)...
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10A-9A-10.10
Section 10A-9A-10.10 Restrictions on approval of mergers, conversions and on relinquishing LLLP status. (a) If a partner of a converting or constituent limited partnership will have personal liability with respect to a converted or surviving organization, approval and amendment of a plan of conversion or plan of merger are ineffective without that partner's consent to the plan. (b) An amendment to a certificate of formation which deletes a statement that the limited partnership is a limited liability limited partnership is ineffective without each general partner's written consent to such amendment. (c) A partner does not give the consent required by subsection (a) or (b) merely by consenting to a provision of the partnership agreement that permits the partnership agreement to be amended with the consent of fewer than all the partners. (Act 2016-379, §1.)...
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10A-3-3.02
Section 10A-3-3.02 Supplemental provisions required in the certificate of formation (a) In addition to the information required by Section 10A-1-3.05 in a certificate of formation of a filing entity under this title, the certificate of formation of a nonprofit corporation formed under this chapter shall set forth: (1) If the nonprofit corporation is to have no members, a statement to that effect. (2) Any provisions, not inconsistent with law, which the incorporators elect to set forth in the certificate of formation for the regulation of the internal affairs of the nonprofit corporation, including any provision for distribution of assets on dissolution or final liquidation. (3) The number of directors constituting the initial board of directors, and the names and addresses of the persons who are to serve as the initial directors. (b) It shall not be necessary to set forth in the certificate of formation any of the entity powers enumerated in Section 10A-1-2.11 or set forth in this...
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16-17A-5
Section 16-17A-5 Articles of incorporation - Amendments. (a) The articles of incorporation of any authority may be amended by filing articles of amendment with the Secretary of State, but only with the approval of both the board of the authority and the sponsoring university, in the manner provided in this section. (b) In order to amend the articles of incorporation, the following steps shall be completed: (1) The board of the authority shall first adopt a resolution proposing articles of amendment. (2) After the adoption by the board of a resolution approving articles of amendment, the authority shall file with the sponsoring university a written request for adoption of a resolution approving the proposed amendment. (3) As promptly as may be practicable after the receipt of the request from the authority, the sponsoring university shall review the application and shall adopt a resolution either approving or denying the articles of amendment as proposed by the authority. (c) Within 30...
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