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10A-3-7.18
Section 10A-3-7.18 Survival of remedy after dissolution. The dissolution of a nonprofit corporation
either (1) by the filing of the articles of dissolution by the Secretary of State, or (2)
by an order of court when the court has not liquidated the assets and affairs of the corporation
as provided in this chapter, or (3) by operation of law, or (4) by expiration of its period
of duration, shall not take away or impair any remedy available to or against the nonprofit
corporation, its directors, officers, or members, for any right or claim existing, or any
liability incurred, prior to the dissolution if action or other proceeding thereon is commenced
within two years after the date of the dissolution. Any action or proceeding by or against
the nonprofit corporation may be prosecuted or defended by the nonprofit corporation in its
corporate name. The members, directors, and officers shall have power to take the corporate
or other action as shall be appropriate to protect the remedy,...
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23-6-5
Section 23-6-5 Certificate of incorporation; recording; no fees to be paid to Secretary of
State on incorporation or dissolution. When the application has been made, filed and recorded,
as herein provided, the applicants shall constitute a public corporation under the name proposed
in the application and the Secretary of State shall make and issue to the applicants a certificate
of incorporation pursuant to this chapter, under the Great Seal of the State, and shall record
the same with the application. There shall be no fees paid to the Secretary of State for any
work in connection with the incorporation or dissolution of the corporation so organized (which,
for convenience, is herein referred to as "the corporation"). (Acts 1985, No. 85-549,
p. 833, §5.)...
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4-3-22
Section 4-3-22 Procedure for dissolution of authority. At any time when no bonds of the authority
are outstanding, the authority may be dissolved upon the filing with the judge of probate
in the county in which is filed the certificate of incorporation of an application for dissolution,
which shall be subscribed by each of the members of the authority and sworn to by each member
before an officer authorized to take acknowledgments to deeds. Upon the filing of such application
for dissolution, the authority shall cease to exist. Said probate judge shall receive and
record the application for dissolution in an appropriate book of record in his office. Upon
dissolution, all rights, title and interests of the authority in property shall be vested
in the authorizing subdivisions pursuant to the provisions of the certificate of incorporation
or, in the absence of such provisions, shall be vested in the authorizing subdivisions, share
and share alike. (Acts 1963, No. 265, p. 696, §21.)...
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41-10-433
Section 41-10-433 Dissolution of authority. At any time when the incorporators named in this
article determine that the services provided by the authority are no longer of benefit to
the entities served by the authority and that all obligations of the authority have been paid
in full, the authority may be dissolved upon the filing with the Secretary of State of a written
statement for dissolution, which shall be subscribed by each of the incorporators of the authority
and which shall be sworn to by each such incorporator before an officer authorized to take
acknowledgements to deeds. Upon the filing of said written statement for dissolution, the
authority shall cease and any property or other asset owned by it at the time of dissolution
shall pass to the State of Alabama exclusively for purposes of Section 501(c)(3) of the Internal
Revenue Code. The Secretary of State shall file and record the written statement for dissolution
in an appropriate book of record in his or her office and...
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10A-2A-14.04
Section 10A-2A-14.04 Revocation of dissolution; reinstatement. (a) A corporation may revoke
its dissolution within 120 days after its effective date and be reinstated. (b) Revocation
of dissolution and reinstatement shall be authorized in the same manner as the dissolution
was authorized unless that authorization permitted revocation and reinstatement by action
of the board of directors alone, in which event the board of directors may revoke the dissolution
and effect the reinstatement without stockholder action. (c) After the revocation of dissolution
and reinstatement is authorized, the corporation may revoke the dissolution and effect the
reinstatement by delivering to the Secretary of State for filing a certificate of revocation
of dissolution and reinstatement, together with a copy of its certificate of dissolution,
that sets forth: (1) the name of the corporation; (2) the effective date of the dissolution
that was revoked; (3) the date that the revocation of dissolution and...
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4-3-61
Section 4-3-61 Procedure for dissolution. At any time when no bonds of the authority are outstanding,
the authority may be dissolved upon the filing with the judge of probate in the county in
which is filed the certificate of incorporation of an application for dissolution, which shall
be subscribed by each of the members of the authority and sworn to by each member before an
officer authorized to take acknowledgments to deeds and shall have appended thereto a certified
copy of a resolution of the authorizing subdivision or authorizing subdivisions consenting
to such dissolution. Upon the filing of such application for dissolution, the authority shall
cease to exist. Said probate judge shall receive and record the application for dissolution
in an appropriate book of record in his office. Upon dissolution, all rights, title and interests
of the authority in property shall be vested in the authorizing subdivisions pursuant to the
provisions of the certificate of incorporation or, in the...
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41-10-24
Section 41-10-24 Issuance and recordation of certificate of incorporation by Secretary of State;
Secretary of State to receive no fees in connection with incorporation, dissolution, etc.,
of authority. (a) When the application has been made, filed and recorded as provided in this
article, the applicants shall constitute a corporation under the name proposed in the application,
and the Secretary of State shall make and issue to the applicants a certificate of incorporation
pursuant to this article, under the Great Seal of the State, and shall record the certificate
with the application. (b) There shall be no fees paid to the Secretary of State for any service
rendered or work performed in connection with the authority, its incorporation, dissolution
or records. (Acts 1965, No. 662, p. 1187, §5.)...
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45-37A-56.44
Section 45-37A-56.44 Dissolution of authority. At any time when no bonds of the authority are
outstanding, the authority may be dissolved upon the filing with the judge of probate, in
the county in which is filed the certificate of incorporation, of an application for dissolution,
which shall be subscribed by each of the members of the board and sworn to by each member
before an officer authorized to take acknowledgments to deeds. Upon the filing of such application
for dissolution, the authority shall cease to exist. The judge of probate shall receive and
record the application for dissolution in an appropriate book of record in his or her office.
Upon dissolution, all rights, title, and interest of the authority in property shall be vested
in the city. (Acts 1971, No. 2079, p. 3335, §25.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-37A-56.44.htm - 1K - Match Info - Similar pages
11-97-4
Section 11-97-4 Incorporation procedure; contents, execution, and filing of certificate of
incorporation. (a) Within 40 days following the adoption of an authorizing resolution the
applicants shall proceed to incorporate a corporation by filing for record in the office of
the judge of probate of the county or one of the counties in which the determining subdivision
is located a certificate of incorporation which shall comply in form and substance with the
requirements of this section and which shall be in the form and executed in the manner herein
provided. (b) The certificate of incorporation of the corporation shall state: (1) The names
of the persons forming the corporation, and that each of them is a duly qualified elector
of the determining subdivision; (2) The name of the corporation [which shall be "The
Governmental Utility Services Corporation of ___," with the insertion of the name of
the determining subdivision (which name may include additional wording identifying...
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37-6-18
Section 37-6-18 Dissolution. (a) A cooperative which has not commenced business may dissolve
voluntarily by delivering to the Secretary of State articles of dissolution, executed and
acknowledged on behalf of the cooperative by a majority of the incorporators, which shall
state: (1) The name of the cooperative; (2) The address of its principal office; (3) The date
of its incorporation; (4) That the cooperative has not commenced business; (5) That the amount,
if any, actually paid in on account of membership fees, less any part thereof disbursed for
necessary expenses, has been returned to those entitled thereto and that all easements shall
have been released to the grantors; (6) That no debt of the cooperative remains unpaid; and
(7) That a majority of the incorporators elect that the cooperative be dissolved. Such articles
of dissolution shall be submitted to the Secretary of State for filing as provided in this
chapter. (b) A cooperative which has commenced business may dissolve...
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