41-10-53
Section 41-10-53 Authority and procedure for incorporation of authority; members, officers and directors of authority; reduction to writing, recordation and admissibility in evidence of proceedings of board of directors. (a) The Director of Finance, the Secretary of the Alabama Department of Commerce, the State Treasurer and the Executive Secretary to the Governor are hereby authorized to become a corporation, with the powers and authorities provided for in this article, by proceeding according to the provisions hereinafter outlined in this article. To become a corporation, the Director of Finance, the Secretary of the Alabama Department of Commerce, the State Treasurer and the Executive Secretary to the Governor shall present to the Secretary of State of Alabama an application signed by them which shall set forth: (1) The name, official designation and official residence of each of the applicants, together with a certified copy of the commission evidencing each applicant's right to...
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41-10-86
Section 41-10-86 Amendment of certificate of incorporation. The certificate of incorporation may at any time and from time to time be amended so as to make any change therein and add any provision thereto which might have been included in the certificate of incorporation in the first instance. Any such amendment shall be effected in the following manner: The members of the board of directors of the corporation shall file with the governing body an application in writing seeking permission to amend the certificate of incorporation, specifying in such application the amendment proposed to be made. Such governing body shall consider such application and, if it shall by appropriate resolution duly find and determine that it is wise, expedient, necessary or advisable that the proposed amendment be made and shall authorize the same to be made and shall approve the form of the proposed amendment, then the persons making such application shall execute an instrument embodying the amendment...
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45-49-90.05
Section 45-49-90.05 Certificate of incorporation Amendments. (a) If any corporation formed under this part has accidentally or inadvertently failed to comply with the requirements of this part in its organization, such omission or defect may be corrected by filing an amendment as provided in this section. The certificate of incorporation of any corporation formed under this part may also at any time and from time to time be amended so as to make any changes therein and add any provisions thereto which might have been included in the certificate of incorporation in the first instance. (b) Any such amendment shall be effected in the following manner: The board of directors of the corporation shall adopt a resolution proposing such amendment to the certificate of incorporation. The chair of the board of directors of the corporation shall file with the governing body of the county and, if applicable, any participating municipality, an application in writing seeking permission to amend the...
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11-54-171
Section 11-54-171 Definitions. The following words and phrases used in this article shall, in the absence of clear implication otherwise, be given the following interpretations: (1) APPLICANT. A person who files a written application with the governing body of any municipality in accordance with Section 11-54-173. (2) AUTHORITY. A public corporation organized pursuant to this article. (3) AUTHORIZING MUNICIPALITY. Any municipality the governing body of which shall have adopted an authorizing resolution. (4) AUTHORIZING RESOLUTION. A resolution adopted by the governing body of any municipality in accordance with Section 11-54-173, that authorizes the incorporation of an authority. (5) BOARD. The board of directors of an authority. (6) BONDS. Includes bonds, notes, and certificates representing an obligation to pay money. (7) COUNTY. Any county in the state. (8) DIRECTOR. A member of the board of an authority. (9) GOVERNING BODY. With respect to a municipality, its city or town council,...
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22-21-358
Section 22-21-358 Powers of authorities. In addition to all other powers at any time conferred on it by law, and subject to any express provisions of its certificate of incorporation or certificate of reincorporation to the contrary, an authority shall (to the extent at the time not prohibited by the Constitution of Alabama) have the following powers, together with all powers incidental thereto or necessary to the discharge thereof in corporate form: (1) To participate as a shareholder in a corporation, as a joint venturer in a joint venture, as a general or limited partner in a limited partnership or a general partnership, as a member in a nonprofit corporation or as a member of any other lawful form of business organization, which provides health care or engages in activities related thereto; (2) To make or arrange for loans, contributions to capital and other debt and equity financing for the activities of any corporation of which such authority is a shareholder, any joint venture...
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27-21A-2
Section 27-21A-2 Establishment of health maintenance organizations. (a) Notwithstanding any law of this state to the contrary, any person may apply to the commissioner for and obtain a certificate of authority to establish and operate a health maintenance organization in compliance with this chapter. No person shall establish or operate a health maintenance organization in this state without obtaining a certificate of authority under this chapter. A foreign corporation may qualify under this chapter, subject to its registration to do business in this state as a foreign corporation under the provisions of Sections 10-2A-220, et seq. (b) Health maintenance organizations licensed as of May 29, 1986, shall be issued a certificate of authority in accordance with Section 27-21A-29. (c) Each application for a certificate of authority shall be verified by an officer or authorized representative of the applicant, shall be in a form prescribed by the commissioner, and shall set forth or be...
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10-1-3
Section 10-1-3 Alteration or amendment of charter by corporations not of business character; filing and contents of declarations; issuance of certificate; provisions cumulative. (a) Unless otherwise provided, any corporation, not of a business character, may alter or amend its charter whenever not less than three fourths in number of its members, in case of corporations having no central or general governing body, or where such corporations have a central or general governing body, then whenever not less than three fourths of the first four principal officers of such central or general governing body, shall file in the office of the judge of probate of the county wherein the original declaration of incorporation was filed or in cases where the charter was granted by an act of the Legislature, prior to the adoption of the Constitution in 1901, in the Office of the Secretary of State, a declaration in writing signed by them setting forth: (1) When such corporation was organized, its name...
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24-1A-3
Section 24-1A-3 Incorporation of authority authorized; application; filing; fees. (a) The nine persons initially designated as members of the authority may become a corporation with the power and authority provided in this chapter by proceeding according to the provisions of this chapter. To become a corporation, the persons so designated shall present to the Secretary of State an application signed by them which shall state: (1) That the applicants propose to incorporate the authority pursuant to this chapter; (2) The name and official residence of each of the applicants; (3) The date on which each applicant was appointed as a member by the Governor and the expiration date of the term for which he was appointed; (4) The name of the proposed corporation, which shall be "Alabama Housing Finance Authority"; (5) The location of the principal office of the proposed corporation, which shall be in the City of Montgomery; and (6) Any other matter relating to the authority which the applicants...
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45-27A-31.01
Section 45-27A-31.01 Definitions. The following words and phrases used in this part, 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 the city in accordance with the provisions of Section 45-27A-31.03. (2) AUTHORITY. The Brewton Development Authority, a public corporation organized pursuant to this part. (3) AUTHORIZING RESOLUTION. A resolution adopted by the governing body of the city in accordance with Section 45-27A-31.03, that authorizes the incorporation of the authority. (4) BOARD. The board of directors of the authority. (5) BONDS. Includes bonds, notes, and certificates representing an obligation to pay money. (6) CITY. The City of Brewton, Alabama. (7) DIRECTOR. A member of the board of the authority. (8) GOVERNING BODY. With respect to the city, its city...
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10A-2A-14.10
Section 10A-2A-14.10 Grounds for judicial dissolution. (a) The circuit court for the county in which the corporation's principal office is located in this state, and if none in this state, the circuit court for the county in which the corporation's most recent registered office is located may dissolve a corporation: (1) in a proceeding by the Attorney General if it is established that: (i) the corporation obtained its certificate 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 stockholder if it is established that: (i) the directors are deadlocked in the management of the corporate affairs, the stockholders are unable to break the deadlock, and irreparable injury to the corporation is threatened or being suffered, or the business and affairs of the corporation can no longer be conducted to the advantage of the stockholders generally, because of the deadlock; (ii) the directors or...
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