10A-2-11.04
Section 10A-2-11.04 Merger of subsidiary. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94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 parent corporation owning at least 80 percent of the outstanding shares of each class
of a subsidiary corporation may merge the subsidiary into itself without approval of the shareholders
of the parent or subsidiary. (b) The board of directors of the parent shall adopt a plan of
merger that sets forth: (1) The names of the parent and subsidiary; and (2) The manner and
basis of converting the shares of the subsidiary into shares, obligations, or other securities
of the parent or any other corporation or into cash or other property in whole or part. (c)
The parent shall mail a copy or summary of the plan of merger to each shareholder of the subsidiary
who does not waive the mailing requirement in writing. (d)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-11.04.htm - 1K - Match Info - Similar pages

11-50-314
Section 11-50-314 Powers of corporation generally; provisions in mortgages, deeds of trust,
or pledge agreements executed by corporation as to rights of parties thereto, etc. (a) Each
corporation formed or the certificate of incorporation of which is amended under this article
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 this article; (2) To sue and be sued and to defend civil
actions against it; (3) To make use of a corporate seal and to alter the same at pleasure;
(4) To acquire, purchase, construct, operate, maintain, enlarge, extend, and improve any system
or systems, the operation of which is provided for in the certificate of incorporation of
such corporation or in any amendment thereto (whether or not such system or...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-50-314.htm - 5K - Match Info - Similar pages

22-21-133
Section 22-21-133 Incorporation - Certificate of incorporation - Contents; amendments. (a)
The certificate of incorporation of the authority shall state: (1) The name and address of
each of the incorporators, and a statement that each of them is a duly qualified elector of,
and property owner in, the municipality; (2) The name of the authority, which shall be "The
Hospital Building Authority of the (City or Town) of _____," "The Hospital Authority
of the (City or Town) of _____," some other name of similar import; (3) The location
of its principal office, which shall be in the municipality; (4) The number of directors,
which shall be three or other uneven number not less than three; and (5) Any other matter
relating to the authority that the incorporators may choose to insert and which shall not
be inconsistent with this article or with the laws of the state. The certificate of incorporation
shall be signed and acknowledged by each of the incorporators before an officer authorized
by...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/22-21-133.htm - 4K - Match Info - Similar pages

35-8B-2
Section 35-8B-2 Establishment of district. The exclusive and uniform method for the establishment
of a community development district shall be by the filing of the articles of establishment
of a community development district with the judge of probate of the county in which the district
is to be located, or if located in more than one county, of the county wherein is located
the largest area of the community development district. (1) The articles of establishment
of a district defined in subsection (a) of Section 35-8B-1 shall contain the following: a.
The written consent to the establishment of the district by the owner or owners of at least
51 percent of the real property to be included in the district, or documentation demonstrating
that the petitioner has control by deed, trust agreement, contract, or option of at least
51 percent of the real property to be included in the district. b. A metes and bounds description
of the external boundaries of the district, with a specific metes...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/35-8B-2.htm - 7K - Match Info - Similar pages

45-31-141.10
Section 45-31-141.10 Powers of district; bylaws. (a) The district shall constitute a public
corporation, which shall have the power to do any and all acts or things necessary and convenient
for carrying out the purposes for which it is created including, but not limited to, all of
the following: (1) To sue or be sued. (2) To have a seal and alter the same at pleasure. (3)
To acquire, hold, and dispose of property, real and personal, tangible and intangible, or
interests therein and to pay therefor in cash or credit, and to secure and procure payment
of all or any part of the purchase price thereof on such terms and conditions as the board
shall determine. (4) To acquire, own, operate, maintain, and improve a system or systems.
(5) To pledge all or any part of its revenues, mortgage, or otherwise encumber, all or any
part of its property for the purpose of securing the payment of the principal of and interest
on any of its obligations. (6) To sell, lease, mortgage, or otherwise encumber...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-31-141.10.htm - 2K - Match Info - Similar pages

45-37-140.13
Section 45-37-140.13 Annexation; referendum; hearing; reestablishment of boundaries. (a) Whenever
any municipal corporation in Jefferson County annexes any portion of a district and a petition
is filed with the clerk of the municipality requesting annexation of the remaining portion
of the district, the petition containing the following: (1) signatures of 20 percent of the
qualified electors residing within the district or signatures of 200 qualified electors, whichever
is less, and (2) a written statement signed by at least two members of the board of trustees
of the district reciting that those signing the petition constitute either 10 percent of the
qualified electors residing within the district or 100 qualified electors residing within
the district, whichever is applicable, and (3) a description of the district; then the governing
body of such municipal corporation shall provide for and finance the cost of a referendum
election wherein the remaining qualified voter residents of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-37-140.13.htm - 12K - Match Info - Similar pages

10A-2-13.02
Section 10A-2-13.02 Right to dissent. 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 is entitled
to dissent from, and obtain payment of the fair value of his or her shares in the event of,
any of the following corporate actions: (1) Consummation of a plan of merger to which the
corporation is a party (i) if shareholder approval is required for the merger by Section 10A-2-11.03
or the articles of incorporation and the shareholder is entitled to vote on the merger or
(ii) if the corporation is a subsidiary that is merged with its parent under Section 10A-2-11.04;
(2) Consummation of a plan of share exchange to which the corporation is a party as the corporation
whose shares will be acquired, if the shareholder is entitled to vote on the plan; (3) Consummation
of a sale or exchange by all, or substantially all, of the property of the corporation other
than in the usual and regular course of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-13.02.htm - 3K - Match Info - Similar pages

39-7-29
Section 39-7-29 Authorization and procedure for enlarging of services furnished by authority.
The authority shall not include in an enterprise in which it is engaged the furnishing of
any services not named in the petition provided for by this chapter unless the furnishing
of such additional services shall be submitted to and approved by the electors of the territory
of such authority. If the board of trustees of such authority shall by resolution determine
to submit the question of furnishing such additional services or if a petition requesting
the submission of such a question in the general form and executed as provided for petitions
for the submission to vote on the question of incorporating an authority under this chapter
shall be filed with the secretary of the board of trustees of the authority, such question
shall be submitted for the approval of such electors at a special election in the territory
to be held not less than 60 days after the adoption of such resolution or the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/39-7-29.htm - 2K - Match Info - Similar pages

4-3-45
Section 4-3-45 Board of directors of authority. Each authority shall be governed by a board
of directors of either three, five, or seven members as provided in the certificate of incorporation
or the bylaws. If the sole authorizing subdivision is a county, the county commission of the
county shall elect all directors. If the sole authorizing subdivision is a municipality, the
governing body of such municipality shall elect all directors. The directors initially elected
shall be elected for terms of office of two, four, and six years, respectively, and their
successors shall be elected for terms of six years. If a county and a municipality are both
authorizing subdivisions, the governing body of the municipality shall elect one director
for an initial term of two years if three directors are to be elected, and one director for
an initial term of two years and one director for an initial term of four years if five directors
are to be elected, and one for an initial term of two years and...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/4-3-45.htm - 7K - Match Info - Similar pages

45-27-72
Section 45-27-72 Purchasing agent. (a) The Chair of the Board of County Commissioners of Escambia
County shall serve as county purchasing agent without additional compensation. The county
purchasing agent shall purchase for the county officials, the county offices, and every department
of the county, all books, stationery, supplies, office equipment, printing and printing matter,
blanks, forms, machinery, equipment, tools, materials, supplies, and contractual services
needed by such county officials, offices, and departments. Subject to the approval of the
Board of County Commissioners, the purchasing agent shall have authority to do all of the
following: (1) Establish standard specifications for supplies, equipment, and materials used
by the county officials, offices, and departments. (2) Operate a central storeroom. (3) Require
county officers, offices, and departments to prepare estimates of requirements. (4) Transfer
among the county officers, offices, and departments surplus...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-27-72.htm - 3K - Match Info - Similar pages