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10A-2-8.40
Section 10A-2-8.40 Required officers. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE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 has the officers
described in its bylaws or appointed by the board of directors in accordance with the bylaws.
(b) A duly appointed officer may appoint one or more officers or assistant officers if authorized
by the bylaws or the board of directors. (c) The bylaws or the board of directors shall delegate
to one of the officers responsibility for preparing minutes of the directors' and shareholders'
meetings and for authenticating records of the corporation. (d) Unless the bylaws provide
otherwise, the same individual may simultaneously hold more than one office in a corporation.
(Acts 1994, No. 94-245, p. 343, §1; §10-2B-8.40; amended and renumbered by Act 2009-513,
p. 967, §122.)...
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10A-8-10.06
Section 10A-8-10.06 Registration of foreign registered limited liability partnerships. REPEALED
IN THE 2018 REGULAR SESSION BY ACT 2018-125 EFFECTIVE JANUARY 1, 2019. THIS IS NOT IN THE
CURRENT CODE SUPPLEMENT. (Acts 1996, No. 96-528, p. 685, §1; §10-8A-1006; amended and renumbered
by Act 2009-513, p. 967, §268.)...
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41-9-785
Section 41-9-785 Maintenance of accurate records and books required; audit. REPEALED IN THE
2018 REGULAR SESSION BY ACT 2018-152 EFFECTIVE JUNE 1, 2018. THIS IS NOT IN THE CURRENT CODE
SUPPLEMENT. (Acts 1984, No. 84-292, p. 551, §6.)...
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7-10-102
Section 7-10-102 Specific repealer; provision for transition. (1) The following acts and all
other acts and parts of acts inconsistent herewith are hereby repealed: Code of Alabama 1940:
Title 2, Sections 504-567, inclusive; Title 5, Section 135 and Section 136; Title 7, Section
401 and Section 402; Title 9, Sections 10-13, inclusive; Title 10, Sections 48-69, inclusive;
Title 20, Section 10, as amended, and Sections 11-14, inclusive; Title 39, Sections 1-12,
inclusive, Section 13, as amended, Sections 14-85, inclusive, Section 86, as amended, Sections
87-183, inclusive, Section 190 and Section 191; Title 47, Section 110, Section 111, Section
123, Section 124, Section 130, Section 131, as amended, and Sections 161-163, inclusive; Title
48, Sections 356-397, inclusive; Title 57, Sections 1-76, inclusive; and the following Acts
of the Legislature of Alabama: Act No. 591, General Acts of Alabama, Regular Session (1939)
p. 963, approved June 28, 1940; Act No. 641, General Acts of Alabama,...
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9-6A-6
Section 9-6A-6 Board of directors; compensation; proceedings to be reduced to writing and recorded.
REPEALED IN THE 2018 REGULAR SESSION BY ACT 2018-152 EFFECTIVE JUNE 1, 2018. THIS IS NOT IN
THE CURRENT CODE SUPPLEMENT. (Acts 1981, No. 81-721, p. 1227, §6.)...
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7-9-302
Section 7-9-302 When filing is required to perfect security interest; security interests to
which filing provisions of this article do not apply. THIS SECTION WAS REPEALED IN THE 2001
REGULAR SESSION, BY ACT 2001-481, EFFECTIVE JAN. 1, 2002. (1) A financing statement must be
filed to perfect all security interests except the following: (a) A security interest in collateral
in possession of the secured party under Section 7-9-305; (b) A security interest temporarily
perfected in instruments, certificated securities, or documents without delivery under Section
7-9-304 or in proceeds for a 20-day period under Section 7-9-306; (c) A security interest
created by an assignment of a beneficial interest in a trust or a decedent's estate; (d) A
purchase money security interest in consumer goods; but filing is required for a motor vehicle
required to be registered; and fixture filing is required for priority over conflicting interests
in fixtures to the extent provided in Section 7-9-313; (e) An...
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10A-2-2.02
Section 10A-2-2.02 Supplemental provisions required or permitted in 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) In addition to the information required to be set forth
in a certificate of formation by Section 10A-1-3.05, articles of incorporation of a corporation
formed under this chapter must set forth: (1) The number of shares the corporation is authorized
to issue; (2) The names and addresses of the individuals who are to serve as the initial directors;
and (3) The purpose or purposes for which the corporation is organized, which may be stated
to be or to include the transaction of any lawful business for which corporations may be incorporated
under this chapter. (b) The articles of incorporation may set forth: (1) Provisions not inconsistent
with law regarding: (i) Reservation to the shareholders of the right to adopt the initial
bylaws of the corporation; (ii) Managing the...
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10A-5-9.04
Section 10A-5-9.04 Recording of articles of merger; effect when Secretary of State files articles;
copy of certified articles conclusive evidence of matters. REPEALED IN THE 2014 REGULAR SESSION
BY ACT 2014-144 EFFECTIVE JANUARY 1, 2017. The articles of merger required by this chapter
to be filed with the Secretary of State shall also be recorded in the office of the judge
of probate in the county in which the limited liability company is required to file its certificate
of formation and in each county in which a limited liability company which is a party to the
merger is required to file its certificate of formation; provided, however, that when the
articles are filed by the Secretary of State, the matters covered by the articles shall be
effective as stated therein, and a copy of the articles certified by the Secretary of State
shall be conclusive evidence of the matters covered therein. (Acts 1993, No. 93-724, p. 1425,
§57; §10-12-57; amended and renumbered by Act 2009-513, p....
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10A-2-10.01
Section 10A-2-10.01 Authority to amend 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 may amend its articles of incorporation at any time to add or change a provision
that is required or permitted in the articles of incorporation or to delete a provision not
required in the articles of incorporation. Whether a provision is required or permitted in
the articles of incorporation is determined as of the effective date of the amendment. (b)
A shareholder of the corporation does not have a vested property right resulting from any
provision in the articles of incorporation, including provisions relating to management, control,
capital structure, dividend entitlement, or purpose or duration of the corporation. (Acts
1994, No. 94-245, p. 343, §1; §10-2B-10.01; amended and renumbered by Act 2009-513, p. 967,
§129.)...
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10A-2-11.01
Section 10A-2-11.01 Merger. 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, one or more
corporations may merge into another corporation if the board of directors of each corporation
adopts and its shareholders, if required by Section 10A-2-11.03, approve a plan of merger.
(b) The plan of merger must set forth: (1) The name of each corporation planning to merge
and the name of the surviving corporation into which each other corporation plans to merge;
(2) The terms and conditions of the merger; and (3) The manner and basis of converting the
shares of each corporation into shares, obligations, or other securities of any other corporation
or into cash or other property in whole or part. (c) The plan of merger may set forth: (1)
Amendments to the articles of incorporation of the surviving corporation;...
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