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10A-2-11.03
Section 10A-2-11.03 Action on plan. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) After adopting a plan of
merger or share exchange, the board of directors of each corporation party to the merger,
and the board of directors of the corporation whose shares will be acquired in the share exchange,
shall submit the plan of merger, except as provided in subsection (g), or share exchange for
approval by its shareholders. (b) For a plan of merger or share exchange to be approved: (1)
The board of directors must recommend the plan of merger or share exchange to the shareholders,
unless the board of directors determines that because of conflict of interest or other special
circumstances it should make no recommendation and communicates the basis for its determination
to the shareholders with the plan; and (2) The shareholders entitled to vote must approve
the plan. (c) Subject to the corporation's articles of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-11.03.htm - 5K - Match Info - Similar pages
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...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-47-216.htm - 5K - Match Info - Similar pages
11-50-323
Section 11-50-323 Construction of article; jurisdiction, etc., of State Board of Health and
state Public Service Commission. Neither this article nor any provision contained in this
article shall be construed as a restriction or limitation upon any power, right, or remedy
which any corporation organized under Sections 11-50-230 through 11-50-241, as amended, or
organized or the certificate of incorporation of which is amended under the provisions of
this article may have in the absence thereof, but shall be construed as cumulative and independent
of any such power, right, or remedy. No proceedings, notice, or approval shall be required
for the incorporation of such corporation or the amendment of its articles of incorporation,
the acquisition of any property or systems or the making of any loans or the issuance of bonds
or instruments in evidence thereof or as security therefor, except as prescribed in this article,
any other law to the contrary notwithstanding; provided, however, that...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-50-323.htm - 1K - Match Info - Similar pages
11-50-522
Section 11-50-522 Procedure for incorporation. The corporation may be organized in the following
manner: The applicants shall file an application with the governing body of each municipality
located within the territory described in the application (which shall be the same territory
as shall be described in the certificate of incorporation) seeking permission from each such
municipality to organize the corporation. There shall be described generally in such application
the boundaries of the territory proposed to be included in the power district upon organization
of the corporation, but there shall not be included therein any territory served by an existing
utility unless consent to the inclusion in the power district of the territory served by such
existing utility shall be given by the owner of each such existing utility in such territory.
If the governing body of each municipality in such territory shall, by appropriate resolution
duly adopted, determine it to be advantageous that...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-50-522.htm - 3K - Match Info - Similar pages
22-51-3
Section 22-51-3 Incorporation of public corporations - Application - Contents. The said natural
persons, referred to in Section 22-51-2, shall file a written application with each governing
body from which they desire authority to incorporate. Such applications shall: (1) Describe
in general terms the area of the state which will be served by the proposed facilities, which
description will be sufficient if stated with reference to counties, municipalities, unincorporated
communities or any part or combination thereof; (2) State the location of the principal office
of the proposed corporation; (3) Submit such documents or evidence which the incorporators
may consider appropriate, which shall include documents from the Alabama Department of Mental
Health and the State Board of Health showing that the facilities and programs, which the incorporators
propose to establish will be in accordance with minimum standards and criteria established
by such boards; (4) State which aspects of the...
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41-10-24
Section 41-10-24 Issuance and recordation of certificate of incorporation by Secretary of State;
Secretary of State to receive no fees in connection with incorporation, dissolution, etc.,
of authority. (a) When the application has been made, filed and recorded as provided in this
article, the applicants shall constitute a corporation under the name proposed in the application,
and the Secretary of State shall make and issue to the applicants a certificate of incorporation
pursuant to this article, under the Great Seal of the State, and shall record the certificate
with the application. (b) There shall be no fees paid to the Secretary of State for any service
rendered or work performed in connection with the authority, its incorporation, dissolution
or records. (Acts 1965, No. 662, p. 1187, ยง5.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/41-10-24.htm - 1K - Match Info - Similar pages
45-26-142.12
Section 45-26-142.12 Service charge or fee - Election; proposed changes. (a) The petition for
the election on the question of a service charge, which may accompany the petition for the
election on the establishment of the proposed district, as provided in Section 45-26-142.03,
shall be signed by owners of all parcels of property comprising 25 percent or greater, whether
considered as single contiguous parcels or combinations of parcels owned by a single person,
firm, corporation, or other legal entity, of the acreage located within the boundaries of
the proposed district and shall state specifically the charge proposed to be assessed including
the basis and manner to be assessed. The petition may request that an election be held on
more than one proposed charge. (b) No service charge shall be increased or decreased unless
the same has been first approved by a majority of the votes cast by the qualified voters in
the district at an election held under this part. (c) An election on the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-26-142.12.htm - 2K - Match Info - Similar pages
10A-2-10.03
Section 10A-2-10.03 Amendment by board of directors and shareholders. 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 propose one or more amendments to the
articles of incorporation for submission to the shareholders. (b) For the amendments to be
adopted: (1) The board of directors must recommend the amendment to the shareholders unless
the board of directors determines that because of conflict of interest or other special circumstances
it should make no recommendation and communicates the basis for its determination to the shareholders
with the amendment; and (2) The shareholders entitled to vote on the amendment must approve
the amendment as provided in subsection (e). (c) Subject to the corporation's articles of
incorporation, the board of directors may condition its submission of the proposed amendment
on any basis, except that the board of directors may not...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-10.03.htm - 2K - Match Info - Similar pages
10A-2A-1.40
Section 10A-2A-1.40 Chapter definitions. Notwithstanding Section 10A-1-1.03, as used in this
chapter, unless otherwise specified or unless the context otherwise requires, the following
terms have the following meanings: (1) AUTHORIZED STOCK means the stock of all classes and
series a corporation or foreign corporation is authorized to issue. (2) BENEFICIAL STOCKHOLDER
means a person who owns the beneficial interest in stock, which is either a record stockholder
or a person on whose behalf shares of stock are registered in the name of an intermediary
or nominee. (3) CERTIFICATE OF INCORPORATION means the certificate of incorporation described
in Section 10A-2A-2.02, all amendments to the certificate of incorporation, and any other
documents permitted or required to be delivered for filing by a corporation with the Secretary
of State under this chapter or Chapter 1 that modify, amend, supplement, restate, or replace
the certificate of incorporation. After an amendment of the certificate...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-1.40.htm - 13K - Match Info - Similar pages
10A-3-4.04
Section 10A-3-4.04 Restated certificate of formation. (a) A domestic nonprofit corporation
may at any time restate its certificate of formation as theretofore amended, 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 restated certificate of formation and directing that
they be submitted to a vote at a meeting of members entitled to vote thereon, which may be
either an annual or a special meeting. (2) Written notice setting forth the proposed restated
articles or a summary of the provisions thereof shall be given to each member entitled to
vote thereon, within the time and in the manner provided in this chapter for the giving of
notice of meetings of members. If the meeting is an annual meeting, the proposed restated
articles or a summary of the provisions thereof may be included in the notice of the annual
meeting. (3) At the meeting a vote of the members entitled to vote thereon shall...
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