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-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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11-101A-8
Section 11-101A-8 Powers of authority. (a) In addition to all other powers granted elsewhere
in this chapter, and subject to the express provisions of its certificate of incorporation,
an authority shall have the following powers, together with all powers incidental thereto
or necessary to the discharge thereof in corporate form: (1) To have succession by its corporate
name for the duration of time, which may be in perpetuity, specified in its certificate of
incorporation, or until dissolved as provided in Section 11-101A-24. (2) To sue and be sued
in its own name in civil suits and actions, and to defend suits and actions against it, subject,
however, to Chapter 93 of this title, which chapter is hereby made applicable to the authority.
(3) To adopt, alter, amend, and repeal bylaws, regulations, and rules for the regulation and
conduct of its affairs and business. (4) To adopt and make use of a corporate seal and to
alter the same at pleasure. (5) To acquire, whether by purchase,...
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11-92C-8
Section 11-92C-8 Powers of authority. (a) The authority shall have the following powers, together
with all powers incidental thereto or necessary to the discharge thereof in corporate form:
(1) To have succession by its corporate name for the duration of time, which may be in perpetuity,
subject to Section 11-92C-20, specified in its certificate of incorporation. (2) To sue and
be sued in its own name and to prosecute and defend civil actions in any court having jurisdiction
of the subject matter and of the parties; provided that the authority shall be deemed to be
a governmental entity as defined in Chapter 93 of this title for the purpose of limiting the
damages for which the authority may be liable. (3) To adopt and make use of a corporate seal
and to alter the seal at its pleasure. (4) To adopt and alter bylaws for the regulation and
conduct of its affairs and business. (5) To acquire, whether by purchase, construction, exchange,
gift, lease, or otherwise, and to refinance existing...
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22-21-318
Section 22-21-318 Powers of authority. (a) In addition to all other powers granted elsewhere
in this article, and subject to the express provisions of its certificate of incorporation,
an authority shall have the following powers, together with all powers incidental thereto
or necessary to the discharge thereof in corporate form: (1) To have succession by its corporate
name for the duration of time, which may be in perpetuity, specified in its certificate of
incorporation or until dissolved as provided in Section 22-21-339; (2) To sue and be sued
in its own name in civil suits and actions, and to defend suits and actions against it, including
suits and actions ex delicto and ex contractu, subject, however, to the provisions of Chapter
93 of Title 11, which chapter is hereby made applicable to the authority; (3) To adopt and
make use of a corporate seal and to alter the same at pleasure; (4) To adopt, alter, amend
and repeal bylaws, regulations and rules, not inconsistent with the...
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45-37A-54.62
Section 45-37A-54.62 Certificate of incorporation - Acknowledgement, filing, recording. The
certificate of incorporation shall be acknowledged before an officer authorized by the laws
of this state to take acknowledgement of deeds. When so acknowledged, the certificate may
be filed with the judge of probate of the county in which such city is located, who shall
forthwith file such certificate and record the same. When application has been made, filed,
and recorded, as herein provided, the applicants shall constitute a public corporation under
the name proposed in the application. (Acts 1947, No. 215, p. 81, §3.)...
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10-1-3
Section 10-1-3 Alteration or amendment of charter by corporations not of business character;
filing and contents of declarations; issuance of certificate; provisions cumulative. (a) Unless
otherwise provided, any corporation, not of a business character, may alter or amend its charter
whenever not less than three fourths in number of its members, in case of corporations having
no central or general governing body, or where such corporations have a central or general
governing body, then whenever not less than three fourths of the first four principal officers
of such central or general governing body, shall file in the office of the judge of probate
of the county wherein the original declaration of incorporation was filed or in cases where
the charter was granted by an act of the Legislature, prior to the adoption of the Constitution
in 1901, in the Office of the Secretary of State, a declaration in writing signed by them
setting forth: (1) When such corporation was organized, its name...
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10A-2-10.07
Section 10A-2-10.07 Restated articles of incorporation. 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's board of directors may restate its articles of incorporation at any time with
or without shareholder action. (b) The restatement may include one or more amendments to the
articles. If the restatement includes an amendment requiring shareholder approval, it must
be adopted as provided in Section 10A-2-10.03. (c) If the board of directors submits a restatement
for shareholder action, the corporation shall notify each shareholder, whether or not entitled
to vote, of the proposed shareholders' meeting in accordance with Section 10A-2-7.05. The
notice must also state that the purpose, or one of the purposes, of the meeting is to consider
the proposed restatement that identifies any amendment or other change it would make in the
articles. (d) A corporation restating its articles of incorporation...
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11-49A-5
Section 11-49A-5 Certificate of incorporation - Filing; contents; signing and acknowledging;
additional documents; notice to Secretary of State. Within 40 days following the adoption
of an authorizing resolution by the governing body 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 municipality is located, a certificate of incorporation which shall comply in form and
substance with the requirements of this section and which shall be in the form and executed
in the manner herein provided. The certificate of incorporation of the authority shall state:
(1) The names of the persons forming the authority, and that each of them is a duly qualified
elector of the authorizing municipality; (2) The name of the authority (which shall be "_____
Transit Authority", with the insertion of the name of the authorizing municipality);
(3) The period for the duration of the authority (if the duration is to be...
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11-54-174
Section 11-54-174 Procedure to incorporate; contents and execution of certificate of incorporation;
filing. Within 40 days following the adoption of an 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 or one of the counties in which the authorizing municipality is located
a certificate of incorporation which shall comply in form and substance with the requirements
of this section and which shall be in the form and executed in the manner herein provided.
The certificate of incorporation of the authority shall state: (1) The names of the persons
forming the authority. (2) The name of the authority (which shall be "The Commercial
Development Authority of the City of _____," with the insertion of the name of the authorizing
municipality, unless the Secretary of State shall determine that such name is identical to
the name of any other corporation organized under the laws of the state or...
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