10A-2-8.55
Section 10A-2-8.55 Determination and authorization of indemnification. REPEALED IN THE 2019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 may not indemnify a director under Section 10A-2-8.51 unless
authorized in the specific case after a determination has been made that indemnification of
the director is permissible in the circumstances because the director has met the standard
of conduct set forth in Section 10A-2-8.51. (b) The determination shall be made: (1) By the
board of directors by majority vote of a quorum consisting of directors not at the time parties
to the proceeding; (2) If a quorum cannot be obtained under subdivision (1), by majority vote
of a committee duly designated by the board of directors, in which designation directors who
are parties may participate, consisting solely of two or more directors not at the time parties
to the proceeding; (3) By special legal counsel; (i) Selected by the...
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10A-2-13.21
Section 10A-2-13.21 Notice of intent to demand payment. REPEALED IN THE 2019 REGULAR SESSION
BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a)
If proposed corporate action creating dissenters' rights under Section 10A-2-13.02 is submitted
to a vote at a shareholder's meeting, a shareholder who wishes to assert dissenters' rights
(1) must deliver to the corporation before the vote is taken written notice of his or her
intent to demand payment or his or her shares if the proposed action is effectuated; and (2)
must not vote his or her shares in favor of the proposed action. (b) A shareholder who does
not satisfy the requirements of subsection (a) is not entitled to payment for his or her shares
under this article. (Acts 1994, No. 94-245, p. 343, §1; §10-2B-13.21; amended and renumbered
by Act 2009-513, p. 967, §141.)...
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45-28A-41.21
Section 45-28A-41.21 THIS SECTION WAS ASSIGNED BY THE CODE COMMISSIONER IN THE 2019 REGULAR
SESSION, EFFECTIVE APRIL 6, 2018. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. If the majority
of electors voting pursuant to Section 45-28A-41.20 vote in favor of changing to an elected
board, an elected board of education for the City of Gadsden shall be established. The board
shall be called the Gadsden City Board of Education. The board shall be composed of seven
members. With the exception of the initial election, each member shall qualify and be elected
in the same manner and at the same time as members of the Gadsden City Council are elected.
Members shall be elected from the same districts as members of the Gadsden City Council are
elected by the qualified electors of the applicable district voting at the election. (Act
2018-565, §2.)...
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10A-2-13.03
Section 10A-2-13.03 Dissent by nominees and beneficial owners. REPEALED IN THE 2019 REGULAR
SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT.
(a) A record shareholder may assert dissenters' rights as to fewer than all of the shares
registered in his or her name only if he or she dissents with respect to all shares beneficially
owned by any one person and notifies the corporation in writing of the name and address of
each person on whose behalf he or she asserts dissenters' rights. The rights of a partial
dissenter under this subsection are determined as if the shares to which he or she dissents
and his or her other shares were registered in the names of different shareholders. (b) A
beneficial shareholder may assert dissenters' rights as to shares held on his or her behalf
only if: (1) He or she submits to the corporation the record shareholder's written consent
to the dissent not later than the time the beneficial shareholder asserts...
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10A-2-14.34
Section 10A-2-14.34 Election to purchase in lieu of dissolution. REPEALED IN THE 2019 REGULAR
SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT.
(a) In a proceeding under Section 10A-2-14.30(2) to dissolve a corporation that has no shares
listed on a national securities exchange or regularly traded in a market maintained by one
or more members of a national or affiliated securities association, the corporation may elect
or, if it fails to elect, one or more shareholders may elect to purchase all shares owned
by the petitioning shareholder at the fair value of the shares. An election pursuant to this
section shall be irrevocable unless the court determines that it is equitable to set aside
or modify the election. (b) An election to purchase pursuant to this section may be filed
with the court at any time within 90 days after the filing of the petition under Section 10A-2-14.30(2)
or at a later time as the court in its discretion may allow. If...
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10A-2-16.02
Section 10A-2-16.02 Inspection of records by 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 shareholder of a domestic corporation or of a foreign corporation with its principal office
within this state is entitled to inspect and copy, during regular business hours at the corporation's
principal office, or if its principal office is outside this state, at a reasonable location
within this state, specified by the corporation, any of the records of the corporation described
in Section 10A-2-16.01(e) if he or she gives the corporation written notice of his or her
demand at least five business days before the date on which he or she wishes to inspect and
copy. (b) A shareholder of a domestic corporation or of a foreign corporation with its principal
office within this state who shall have been a holder of record of shares for 180 days immediately
preceding his or her demand or who is the holder...
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10A-2-8.04
Section 10A-2-8.04 Election of directors by certain classes of shareholders. REPEALED IN THE
2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT
CODE SUPPLEMENT. If the articles of incorporation authorize dividing the shares into classes,
the articles may also authorize the election of all or a specified number of directors by
the holders of one or more authorized classes of shares. A class, or classes, of shares entitled
to elect one or more directors is a separate voting group for purposes of the election of
directors. (Acts 1994, No. 94-245, p. 343, §1; §10-2B-8.04; amended and renumbered by Act
2009-513, p. 967, §116.)...
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45-6-246.02
Section 45-6-246.02 THIS SECTION WAS ASSIGNED BY THE CODE COMMISSIONER IN THE 2017 REGULAR
SESSION, EFFECTIVE APRIL 26, 2016. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. Subject to
the approval of a majority of the electors voting at a referendum as provided for herein,
the County Commission of Blount County may, upon a majority vote of the members, levy, in
addition to all other taxes, including, but not limited to, county and municipal gross receipts
license taxes, a privilege license tax in an amount up to one percent of gross sales and use
on categories defined by the Alabama Department of Revenue as general, amusement, and vending.
Additional sales and use tax on categories defined by the Alabama Department of Revenue as
automotive, agricultural, and manufacturing machine is not authorized pursuant to the provisions
of this part. The gross receipts for sales and use of any business and the gross proceeds
of all sales which are presently exempt under the state sales and use tax...
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10A-2-7.34
Section 10A-2-7.34 Infant not entitled to disaffirm as against corporation without notice of
infancy. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS
IS NOT IN THE CURRENT CODE SUPPLEMENT. An infant holder of stock or other securities of a
corporation, having voted or given consent in respect thereto, having transferred or conveyed
the stock or securities or having made an election or exercised a right relating to the stock
or security, shall have no right thereafter to disaffirm or avoid, as against the corporation,
any act on his or her part unless, prior to the receipt, vote or consent, the making of the
election or the exercise of the right, the corporation had written notice of the infancy by
delivery to it or to its transfer agent of a written notice stating that the holder was an
infant. (Acts 1957, No. 546, p. 766, §2; §10-6-2; amended and renumbered by Act 2009-513,
p. 967, §114.)...
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45-28A-41.20
Section 45-28A-41.20 THIS SECTION WAS ASSIGNED BY THE CODE COMMISSIONER IN THE 2019 REGULAR
SESSION, EFFECTIVE APRIL 6, 2018. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) Pursuant
to Amendment 659 to the Constitution of Alabama of 1901, now appearing as Section 104.01 of
the Official Recompilation of the Constitution of Alabama of 1901, as amended, the Gadsden
City Council shall call an authorizing referendum election regarding changing the Gadsden
City Board of Education to an elected city board of education. (b) If a majority of the qualified
electors of the municipality voting in the authorizing referendum election vote in favor of
an elected city board of education, the board shall be established as provided in this subpart
and the Legislature, as provided in Amendment 659, from time to time, by local law may provide
further for the election and operation of the Gadsden City Board of Education. The local laws
may provide for the termination of the terms of office of members of...
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