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10A-20-7.07
Section 10A-20-7.07 Directors and officers. (a) The business and affairs of the corporation
shall be managed and conducted by a board of directors, a president, a vice-president, a secretary,
a treasurer, and other officers and agents as the corporation by its bylaws shall authorize.
The board of directors shall consist of a number not less than 15 nor more than 21, as shall
be determined in the first instance by the incorporators and thereafter annually by the members
and the stockholders of the corporation. The board of directors may exercise all the powers
of the corporation except such as are conferred by law or by the bylaws of the corporation
upon the stockholders or members and shall choose, or appoint, all the agents and officers
of the corporation and fill all vacancies except vacancies in the office of a director, which
shall be filled as provided in this section. The board of directors shall be elected in the
first instance by the incorporators and thereafter at the annual...
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11-89-1
Section 11-89-1 Definitions. When used in this chapter, the following words and phrases shall
have the following meanings, respectively, unless the context clearly indicates otherwise:
(1) APPLICANT. A natural person who files a written application with the governing body of
any county or municipality or public corporation or cooperative in accordance with the provisions
of Section 11-89-3. (2) AUTHORIZING RESOLUTION. A resolution, adopted by a governing body
in accordance with the provisions of Section 11-89-3, that authorizes the incorporation of
a district. (3) AUTHORIZING SUBDIVISION. Any county or municipality or public corporation
or cooperative the governing body of which shall have adopted an authorizing resolution. (4)
BOARD. The board of directors of a district. (5) BONDS. Bonds, notes and certificates representing
an obligation to pay money. (6) CONCISE LEGAL DESCRIPTION. A reasonably concise description
of a particular geographic area which may be by metes and bounds or by...
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45-25-250.03
Section 45-25-250.03 Board of directors. The board of directors shall consist of seven directors
that shall be appointed by the members of the state Legislature that represent all or any
portion of DeKalb County for terms of four years. Provided, however, that initial appointments,
as designated by the appointing authority, shall be made so that two directors shall serve
for two years, two directors for three years, and three directors for four years, so that
the terms of the directors are staggered. All directors shall serve until their successors
are appointed and assume office. As soon as may be practicable after the organization of the
authority, an election shall be held by the board of directors to elect a chair, vice chair,
and a secretary-treasurer. Every two years thereafter, the board shall likewise reorganize
itself. No chair or other board officer shall serve more than two consecutive terms as chair
or other board officer. Upon the expiration of the initial terms, directors...
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10A-2-11.06
Section 10A-2-11.06 Effect of merger or share exchange. REPEALED IN THE 2019 REGULAR SESSION
BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a)
When a merger takes effect: (1) Every other corporation party to the merger merges into the
surviving corporation and the separate existence of every corporation except the surviving
corporation ceases; (2) The surviving corporation thereupon and thereafter possesses all the
rights, immunities, and franchises, of a public as well as of a private nature, of every corporation
party to the merger; and all property, real, personal and mixed, and all debts due each of
the corporations so merged, are taken and deemed to be transferred and vested in the surviving
corporation without further act or deed; and title to any real estate, or an interest therein,
vested in any of the corporations shall not revert nor in any way be impaired by reason of
the merger; (3) The surviving corporation shall be responsible and...
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10A-20-16.02
Section 10A-20-16.02 Definitions. The following terms shall have the following respective meanings
for the purposes of this chapter: (1) OFFICER. Any officer, director, trustee, partner, manager,
member, and governing person and other member of the governing authority of a qualified entity
who does not receive compensation for serving in such capacity. A per diem amount of not more
than three hundred dollars ($300) per day and actual, reasonable, and necessary expenses shall
not constitute compensation for the purposes of this article. Provided, however, that the
immunity granted herein shall not extend to officers, directors, trustees, partners, managers,
or members of any board, authority, or commission dealing with pari-mutuel betting, gambling,
or games of chance. (2) QUALIFIED ENTITY. a. Any nonprofit corporation, association, or organization
which is exempt from federal income taxation under Section 501(c) of the Internal Revenue
Code of 1986, as amended; b. Any nonprofit...
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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,...
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11-89A-13
Section 11-89A-13 Freedom of authority from supervision and control of state; applicability
of Article 1 of Chapter 27 of Title 22. (a) This chapter is intended to aid the state through
the furtherance of the purposes of the chapter by providing appropriate and independent instrumentalities
with full and adequate powers to fulfill their functions. Except as expressly provided in
this chapter, no proceeding, notice, or approval shall be required for the incorporation of
any authority or the amendment of its certificate of incorporation, the purchase of any note
or other instrument secured by a mortgage, deed of trust, note, or other security interest,
the issuance of any bonds, the execution of any mortgage and deed of trust or trust indenture,
or the exercise of any other of its powers by an authority. Neither a public hearing nor the
consent of the State Department of Finance or any other department, agency, bureau, board,
or corporation of the state shall be prerequisite to the...
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22-21-311
Section 22-21-311 Definitions. (a) The following words and phrases used in this article, and
others evidently intended as the equivalent thereof, shall, in the absence of clear implication
herein otherwise, be given the following respective interpretations herein: (1) APPLICANT.
A natural person who files a written application with the governing body of a county, municipality,
or educational institution, or two or more thereof, in accordance with the provisions of Section
22-21-313. (2) AUTHORITY. A public corporation organized, and any public hospital corporation
reincorporated, pursuant to the provisions hereof. (3) AUTHORIZING RESOLUTION. The resolution
adopted by the governing body of an authorizing subdivision, in accordance with the provisions
of Section 22-21-313 or Section 22-21-341, that authorizes the incorporation of an authority
or the reincorporation of a public hospital corporation. (4) AUTHORIZING SUBDIVISION. Each
county, municipality, and educational institution with...
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33-2-180
Section 33-2-180 Definitions. Where used in this article the following words and terms shall
be given the following respective meanings unless the context hereof clearly indicates otherwise:
(1) CODE. The Code of Alabama 1975, as amended. (2) DEPARTMENT. Alabama State Docks Department
created in Chapter 1 of Title 33. (3) DIRECTOR. The Director of State Docks provided for in
Section 33-1-3. (4) DOCKS FACILITIES. Docks and all kinds of docks facilities, including elevators,
compresses, conveyors, warehouses, water and rail terminals, bulk handling facilities, coal
handling facilities, grain elevator facilities, wharves, piles, quays, cold storage facilities,
loading and unloading facilities, and other related structures, facilities, equipment, property
and improvements of every kind needful for the convenient use of same, in aid of commerce
and use of the waterways of the state, now or hereafter existing, that are now or hereafter
owned or held, are or are to be under the management and...
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41-10-136
Section 41-10-136 Definitions. The following words and phrases used in this article and others
evidently intended as the equivalent thereof shall, in the absence of clear implication in
this article otherwise, be given the following respective interpretations: (1) APPLICANT.
A natural person who files a written application with the Governor in accordance with the
provisions of Section 41-10-138. (2) AREA OF OPERATION. The area specified in the certificate
of incorporation of an authority, within which the authority is empowered to carry on its
business and activities under this article. (3) AUTHORITY. A public corporation organized
pursuant to the provisions of this article. (4) BOARD. The board of directors of an authority.
(5) BONDS. Includes bonds, notes, debentures and certificates representing an obligation to
pay money. (6) COMMISSION. The Alabama Historical Commission, an agency of the state established
under Section 41-9-240. (7) COUNTY. Any county in this state. (8) DIRECTOR....
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