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11-56-1
Section 11-56-1 Definitions. The following words and phrases, whenever used in this chapter,
shall, in the absence of clear implication otherwise, have the following respective meanings:
(1) CORPORATION OR THE CORPORATION. A corporation organized pursuant to the provisions of
this chapter. (2) BOARD. The board of directors of the corporation. (3) THE STATE. The State
of Alabama. (4) THE MUNICIPALITY. That incorporated city or town in the state which authorized
the organization of the corporation. (5) THE COUNTY. That county in which the certificate
of incorporation of the corporation shall be filed for record. (6) LOCAL SUBDIVISION. The
municipality or the county. (7) PUBLIC CORPORATION. a. Any public corporation (other than
a corporation organized under this chapter) now or hereafter organized or created in the state
pursuant to the authorization or determination by the municipality, by the municipality and
one or more other cities and towns in the state, by the county, by the county...
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10A-2-12.02
Section 10A-2-12.02 Sale of assets other than in regular course of business. REPEALED IN THE
2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT
CODE SUPPLEMENT. (a) Subject to the limitations of the Constitution of Alabama of 1901, as
the same may be amended from time to time, a corporation may sell, lease, exchange, or otherwise
dispose of all, or substantially all, of its property, with or without the good will, otherwise
than in the usual and regular course of business on the terms and conditions and for the consideration
determined by the corporation's board of directors, if the board of directors proposes and
its shareholders approve the proposed transaction. (b) For a transaction to be authorized:
(1) The board of directors must recommend the proposed transaction to the shareholders unless
the board of directors determines that because of a conflict of interest or other special
circumstances it should make no recommendation and communicates...
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10A-2-14.02
Section 10A-2-14.02 Dissolution 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 REPEALED IN THE 2019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 dissolution for submission
to the shareholders. (b) For a proposal to dissolve to be adopted: (1) The board of directors
must recommend dissolution 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; and (2) The shareholders
entitled to vote must approve the proposal to dissolve as provided in subsection (e). (c)
Subject to the corporation's articles of incorporation, the board of directors may condition
its submission of the proposal for dissolution on any basis, except that the board of directors
may not decrease the vote required for approval under subsection (e)....
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10A-2A-14.02
Section 10A-2A-14.02 Dissolution by board of directors and stockholders. (a) The board of directors
may propose dissolution for submission to the stockholders by first adopting a resolution
authorizing the dissolution. (b) For a proposal to dissolve to be adopted, it shall then be
approved by the stockholders. In submitting the proposal to dissolve to the stockholders for
approval, the board of directors shall recommend that the stockholders approve the dissolution,
unless (i) the board of directors determines that because of conflict of interest or other
special circumstances it should make no recommendation or (ii) Section 10A-2A-8.26 applies.
If either (i) or (ii) applies, the board of directors shall inform the stockholders of the
basis for its so proceeding. (c) The board of directors may set conditions for the approval
of the proposal for dissolution by stockholders or the effectiveness of the dissolution. (d)
If the approval of the stockholders is to be given at a meeting, the...
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11-49A-4
Section 11-49A-4 Application; resolution of denial or approval by governing body. A public
corporation may be organized pursuant to the provisions of this chapter in any Class 3 municipality.
In order to incorporate such a public corporation, any number of natural persons, not less
than three, shall first file a written application with the governing body of the municipality
which application shall: (1) Contain a statement that the authority proposes to render public
transportation service in such county; (2) State the proposed location of the principal office
of the authority, which shall be within the municipality where such application is filed;
(3) State that each of the applicants is a duly qualified elector of the municipality where
such application is filed; and (4) Request that such governing body adopt a resolution declaring
that it is wise, expedient, and necessary that the proposed authority be formed and authorizing
the applicants to proceed to form the proposed authority...
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11-54B-8
Section 11-54B-8 Costs of supplemental services; assessment of classes; exemptions. (a) A self-help
business improvement district ordinance shall provide that all costs of the supplemental services
provided in a business improvement district will be financed through the levy of a special
assessment on the owners of the real property located within the geographical area of the
district and shall designate the method set forth in the plan as the method which will be
used to determine the amount of such special assessment in a manner which fairly and equitably
distributes the burden of financing the supplemental services among the real property owners
in the district. Such ordinance shall list and describe, by metes and bounds, by lot and block
numbers, or by street addresses, all real properties against which the special assessment
will be made to fund such supplemental services. (b) The board of directors of the district
management corporation, in its sole discretion, may assess classes...
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11-99B-1
Section 11-99B-1 Definitions. When used in this chapter the following words and phrases shall
have the following meanings, respectively, unless the context clearly indicates otherwise:
(1) APPLICANT. A natural person who files a written application with the governing body of
any county or municipality or public corporation in accordance with the provisions of Section
11-99B-3. (2) AUTHORIZING RESOLUTION. A resolution, adopted by a governing body in accordance
with the provisions of Section 11-99B-3, that authorizes the incorporation of a district.
(3) AUTHORIZING SUBDIVISION. Any county or municipality or public corporation the governing
body of which shall have adopted an authorizing resolution. (4) BOARD. The board of directors
of a district. (5) BONDS. Bonds, notes, and certificates representing an obligation to pay
money. (6) COUNTY. Any county in the state. (7) DIRECTOR. A member of the board of directors
of the district. (8) DISTRICT. A public corporation organized pursuant to...
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37-6-7
Section 37-6-7 Articles of incorporation - Amendment. A cooperative may amend its articles
of incorporation by complying with the following requirements: The proposed amendment shall
be first approved by the board of trustees and shall then be submitted to a vote of the members
at any annual or special meeting thereof, the notice of which shall set forth the proposed
amendment. The proposed amendment, with such changes as the members shall choose to make therein,
shall be deemed to be approved on the affirmative vote of not less than two thirds of those
members voting thereon at such meeting; and, upon such approval by the members, articles of
amendment shall be executed and acknowledged on behalf of the cooperative by its president
or vice-president, and its corporate seal shall be affixed thereto and attested by its secretary.
The articles of amendment shall recite in the caption that they are executed pursuant to this
chapter and shall state: The name of the cooperative; the address...
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10A-2-7.02
Section 10A-2-7.02 Special 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 special meeting of shareholders: (1) On call of its board of directors or the person or
persons authorized to do so by the articles of incorporation or bylaws; or (2) If the holders
of at least 10 percent of all the votes entitled to be cast on any issue proposed to be considered
at the proposed special meeting sign, date, and deliver to the corporation's president or
secretary one or more written demands for the meeting describing the purpose or purposes for
which it is to be held, who shall, within 21 days of the receipt of demand, cause notice to
be given of the meeting to be held within the minimum time following the notice prescribed
by Section 10A-2-7.05(a); or (3) On call of the holders of at least 10 percent of the votes
entitled to be cast at the proposed special meeting who signed a demand...
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11-50-170
Section 11-50-170 Authorized; terms; adoption of resolutions authorizing transfer. (a) Every
public corporation heretofore or hereafter organized or created in this state pursuant to
authorization or determination by a municipality or its governing body, which public corporation
now or hereafter owns a water system or systems, and any municipality in this state in which
any part of such water system or systems is situated are each hereby authorized, without the
necessity of an election of qualified voters of any such municipality or of any other approval
or proceeding other than those specifically prescribed in this article, to transfer and convey
such system or systems and all right, title, and interest therein, including, without limitation,
all reversionary, residuary, or remainder rights provided by law to any other public corporation,
the certificate of incorporation of which was filed in the office of the probate judge of
the same county in which was filed the certificate of...
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