10A-2-8.57
Section 10A-2-8.57 Insurance. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. A corporation may purchase and
maintain insurance, or furnish similar protection, including but not limited to trust funds,
self-insurance reserves, or the like, on behalf of an individual who is or was a director,
officer, employee, or agent of the corporation, or who, while a director, officer, employee,
or agent of the corporation, is or was serving at the request of the corporation as a director,
officer, partner, trustee, employee, or agent of another foreign or domestic corporation,
partnership, joint venture trust, employee benefit plan, or other enterprise, against liability
asserted against or incurred by him or her in that capacity or arising from his or her status
as a director, officer, employee, or agent, whether or not the corporation would have power
to indemnify him or her against the same liability under Section...
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10A-8-10.10
Section 10A-8-10.10 Professional registered limited liability partnership provisions. REPEALED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-1010; amended and renumbered
by Act 2009-513, p. 967, §268.)...
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10A-8-11.04
Section 10A-8-11.04 Taxation of registered limited liability partnership. REPEALED IN THE 2018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-1109; amended and renumbered by Act
2009-513, p. 967, §272.)...
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10A-2-1.40
Section 10A-2-1.40 Definitions applicable to business corporations. In this chapter: REPEALED
IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT
CODE SUPPLEMENT. (1) "Articles of incorporation" include amended and restated articles
of incorporation and, in the case of a corporation existing on January 1, 1981, its certificate
of incorporation, including any amended certificate, and also include, except where the context
otherwise requires, articles of merger. The term "articles of incorporations" as
used in this chapter is synonymous with the term "certificate of formation" employed
in Chapter 1. (2) "Authorized shares" means the shares of all classes a domestic
or foreign business corporation is authorized to issue. (3) "Corporation" or "domestic
corporation" means a business corporation, which is not a foreign corporation, incorporated
under or subject to the provisions of this chapter. (4) "Distribution" means a direct
or indirect...
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10A-2-11.07
Section 10A-2-11.07 Merger or share exchange with foreign corporation. 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 foreign corporations may merge or enter
into a share exchange with one or more domestic corporations if: (1) In a merger, the merger
is permitted by the law of the state or country under whose law each foreign corporation is
incorporated and each foreign corporation complies with that law in effecting the merger;
(2) In a share exchange, the corporation whose shares will be acquired is a domestic corporation,
whether or not a share exchange is permitted by the law of the state or country under whose
law the acquiring corporation is incorporated; (3) The foreign corporation complies with Section
10A-2-11.05 if it is the surviving corporation of the merger or acquiring...
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10A-2-14.23
Section 10A-2-14.23 Appeal from denial of reinstatement. REPEALED IN THE 2019 REGULAR SESSION
BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a)
If the Secretary of State denies a corporation's application for reinstatement following administrative
dissolution, he or she shall serve the corporation under Section 10A-1-5.31, 10A-1-5.35, or
10A-1-5.36 with a written notice that explains the reason or reasons for denial. (b) The corporation
may appeal the denial of reinstatement to the circuit court of the county where its articles
of incorporation are filed within 30 days after service of the notice of denial is perfected.
A corporation created by an act of the Legislature prior to the adoption of the Constitution
of Alabama of 1901, or which resulted from a merger or consolidation, may appeal to the Circuit
Court of Montgomery County. The corporation appeals by petitioning the court to set aside
the dissolution and attaching to the petition copies...
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10A-2-14.30
Section 10A-2-14.30 Grounds for judicial dissolution. REPEALED IN THE 2019 REGULAR SESSION
BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. The
circuit court of the county where a corporation's articles of incorporation are filed, or,
in the case of corporations created by an act of the Legislature prior to the adoption of
the Constitution of Alabama of 1901, or which have resulted from a merger or consolidation,
the Circuit Court of Montgomery County, may dissolve the corporation: (1) In a proceeding
by the Attorney General if it is established that: (i) The corporation obtained its articles
of incorporation through fraud; or (ii) The corporation has continued to exceed or abuse the
authority conferred upon it by law; (2) In a proceeding by a shareholder if it is established
that: (i) The directors are deadlocked in the management of the corporate affairs, the shareholders
are unable to break the deadlock, and irreparable injury to the corporation...
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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-8-10.05
Section 10A-8-10.05 Cancellation of a registered limited liability partnership. 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-1005; amended and renumbered
by Act 2009-513, p. 967, §268.)...
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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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