10A-2A-1.49
Section 10A-2A-1.49 Notice requirements. (a) Unless stockholder approval is required under Section 10A-2A-1.47(c), prompt notice of an action taken under Section 10A-2A-1.47 shall be given to each holder of valid and putative stock, regardless of whether entitled to vote, as of (i) the date of such action by the board of directors, and (ii) the date of the defective corporate action ratified, provided that notice shall not be required to be given to holders of valid and putative stock whose identities or addresses for notice cannot be determined from the records of the corporation. (b) The notice must contain (i) either a copy of the action taken by the board of directors in accordance with Section 10A-2A-1.47(a) or (b) or the information required by Section 10A-2A-1.47(a)(1) through (a)(4) or Section 10A-2A-1.47(b)(1) through (b)(3), as applicable, and (ii) a statement that any claim that the ratification of the defective corporate action and any putative stock issued as a result of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-1.49.htm - 2K - Match Info - Similar pages
27-27-7
Section 27-27-7 Solicitation permit - Issuance; contents; compliance with terms. (a) Upon the filing of any bond required by Sections 27-27-10 or 27-27-16, after notice by the commissioner provided for in subsection (a) of Section 27-27-6, or upon his decision to grant a solicitation permit if such a bond is not so required, the commissioner shall issue to the applicant or to the newly formed corporation, if the application is on behalf of a newly formed incorporated domestic insurer, a solicitation permit. Every solicitation permit issued by the commissioner shall contain provisions in substance as follows: (1) State the securities or other rights or interests for which subscriptions are to be solicited, the number, classes, par value, and selling price thereof, or identify the insurance contract, or contracts, for which applications and advance premiums or deposits of premium are to be solicited in the case of mutual or reciprocal insurers; (2) Require that any particular class of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/27-27-7.htm - 5K - Match Info - Similar pages
37-6-21
Section 37-6-21 Sale, lease or encumbrance of property; offeror's disclosure statement; invitations for competing or alternative proposals; exceptions; effect of violation. A cooperative may not sell or lease all or any substantial portion of its property, unless such sale or lease is authorized at a duly held meeting of the members thereof by the affirmative vote of not less than two thirds of all the members of the cooperative and unless the notice of such sale or lease shall have been contained in the notice of the meeting. A cooperative acting through its board of trustees may mortgage, by mortgage or deed of trust, pledge or otherwise encumber, to secure any indebtedness of the cooperative, all or any portion of its property, assets and the revenues and income therefrom, from time to time, when authorized by the affirmative vote of a majority of its members at a duly held meeting after proper notice thereof. The board of trustees of a cooperative, without authorization of the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/37-6-21.htm - 5K - Match Info - Similar pages
45-37A-51.137
an endorser or surety or in any manner an obligor for monies loaned to or borrowed from the board. In the adjudication of claims against the fund, the records of the city director of finance and subcustodian made and kept for the purpose of this subpart shall be deemed prima facie, to speak the truth. (c) The board of managers shall have the sole and absolute discretion, if the board deems it advisable to invest, reinvest, and have invested and reinvested all funds of the system, real and personal, in the classes of bonds, mortgages, common and preferred stocks, shares of investment companies or mutual funds, real estate investment trusts, international equity, corporate fixed income, international fixed income, index funds, and derivative securities, and investments recognized as alternative investments or other investments as the board of managers may approve, subject to the limitations herein provided. No money of the fund shall be invested, paid out, or disbursed except pursuant...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-37A-51.137.htm - 6K - Match Info - Similar pages
45-46A-40
Section 45-46A-40 Linden Gas Investment Trust Fund. (a) There is hereby established in the treasury of the City of Linden, Alabama, in Marengo County, a special investment fund to be known as the Linden Gas Investment Trust Fund, hereinafter referred to as the fund. All of the proceeds derived from the purchase agreement of the Linden city gas system negotiated between the City of Linden, the City of Linden Utilities Board, and the Alabama Gas Corporation, and any other funds lawfully granted or appropriated to the fund, shall constitute the corpus or principal amount of the fund. All monies in the trust fund corpus shall be invested by the governing body of the City of Linden only in those securities which are deemed legal investments for fiduciaries as prescribed in Section 19-3-120. (b)(1) Upon the establishment of the fund, the governing body of the City of Linden is authorized to expend only interest income for any lawful purpose, and shall not spend or obligate any principal or...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-46A-40.htm - 2K - Match Info - Similar pages
10A-2A-1.45
Section 10A-2A-1.45 Definitions. In this article: (1) "Corporate action" means any action taken by or on behalf of the corporation, including any action taken by the incorporator, the board of directors, a committee of the board of directors, an officer or agent of the corporation or the stockholders. (2) "Date of the defective corporate action" means the date (or the approximate date, if the exact date is unknown) the defective corporate action was purported to have been taken. (3) "Defective corporate action" means (i) any corporate action purportedly taken that is, and at the time such corporate action was purportedly taken would have been, within the power of the corporation, but is void or voidable due to a failure of authorization, and (ii) an overissue. (4) "Failure of authorization" means the failure to authorize, approve, or otherwise effect a corporate action in compliance with the provisions of this chapter, the certificate of incorporation or bylaws, a corporate resolution,...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-1.45.htm - 3K - Match Info - Similar pages
10A-2A-10.06
Section 10A-2A-10.06 Certificate of amendment. Notwithstanding Division B of Article 3 of Chapter 1: (a) After an amendment to the certificate of incorporation has been adopted and approved in the manner required by this chapter and by the certificate of incorporation, the corporation shall deliver to the Secretary of State for filing a certificate of amendment, which must set forth: (1) the name of the corporation; (2) the text of each amendment adopted, or the information required by Section 10A-2A-1.20(c)(5); (3) if an amendment provides for an exchange, reclassification, or cancellation of issued stock, provisions for implementing the amendment if not contained in the amendment itself, (which may be made dependent upon facts objectively ascertainable outside the certificate of amendment in accordance with Section 10A-2A-1.20(c)(5)); (4) the date of each amendment's adoption; and (5) if an amendment: (i) was adopted by the incorporators or board of directors without stockholder...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-10.06.htm - 1K - Match Info - Similar pages
19-3B-902
that a trustee may consider in investing and managing trust assets are such of the following as are relevant to the trust or its beneficiaries: (1) general economic conditions; (2) the possible effect of inflation or deflation; (3) the expected tax consequences of investment decisions or strategies; (4) the role that each investment or course of action plays within the overall trust portfolio, which may include financial assets, interests in closely held enterprises, tangible and intangible personal property, and real property; (5) the expected total return from income and the appreciation of capital; (6) other resources of the beneficiaries; (7) needs for liquidity, regularity of income, and preservation or appreciation of capital; (8) an asset's special relationship or special value, if any, to the purposes of the trust or to one or more of the beneficiaries; (9) the size of the portfolio; and (10) the purposes and estimated duration of the trust. (d) A trustee shall make a...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/19-3B-902.htm - 2K - Match Info - Similar pages
40-16-1
exception that the credit for licenses or taxes as provided by Section 40-16-8 and the rules adopted pursuant thereto by the Department of Revenue will not apply to amounts of excise tax on financial institutions imposed hereby and paid by such parent corporation. Financial institution shall not mean or include individual citizens and fiduciaries acting in a representative capacity for individual citizens, not engaged in a banking, loan, investment, or similar business, but merely making personal investments of personal or fiduciary funds in bonds, notes, or other evidences of indebtedness and not made in competition with the business of national banks, nor shall such term apply to insurance companies or insurance associations merely making investments of reserves in bonds, notes or other evidences of indebtedness and not made in competition with the business of national banks. (2) INTERNAL REVENUE CODE or U.S.C. All references in this chapter to the Internal Revenue Code or to 26...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/40-16-1.htm - 4K - Match Info - Similar pages
8-19A-4
Section 8-19A-4 Exemptions. The provisions of this chapter do not apply to: (1) A person engaging in commercial telephone solicitation where the solicitation is an isolated transaction and not done in the course of a pattern of repeated transactions of like nature. (2) A person making calls for religious, charitable, political, educational, or other noncommercial purposes or a person soliciting for a nonprofit corporation if that corporation is properly registered with the Secretary of State and is included within the exemption of the Alabama Revenue Code or Section 501(c)(3) of the Internal Revenue Code or rural electric cooperatives formed under Chapter 6 of Title 37 of the Code of Alabama or affiliates or subsidiaries thereof. (3) A person soliciting: a. Without the intent to complete or obtain provisional acceptance of a sale during the telephone solicitation. b. Who does not make the major sales presentation during the telephone solicitation. c. Without the intent to complete, and...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/8-19A-4.htm - 9K - Match Info - Similar pages
|