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40-14A-27
Section 40-14A-27 Dissolution, etc., of corporations or limited liability entities.
Whenever a corporation or a limited liability entity organized under the laws of this state
is dissolved, terminated, liquidated, or otherwise wound-up, by an agreement or notice of
the stockholders or owners of the limited liability entity filed in the office of the judge
of probate of the county wherein the corporation or limited liability entity was organized,
the judge of probate shall at once give notice to the department and Secretary of State of
the dissolution event, with the name of the taxpayer and the date of dissolution, termination,
liquidation, or other winding-up. When a dissolution of a corporation or limited liability
entity organized under the laws of this state takes place by judgment of a court, upon the
filing of a complaint under the laws of this state by the creditors, stockholders, the owners
of the limited liability entity, or others, the clerk of the court shall at once notify...
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10A-2A-1.40
Section 10A-2A-1.40 Chapter definitions. Notwithstanding Section 10A-1-1.03,
as used in this chapter, unless otherwise specified or unless the context otherwise requires,
the following terms have the following meanings: (1) AUTHORIZED STOCK means the stock of all
classes and series a corporation or foreign corporation is authorized to issue. (2) BENEFICIAL
STOCKHOLDER means a person who owns the beneficial interest in stock, which is either a record
stockholder or a person on whose behalf shares of stock are registered in the name of an intermediary
or nominee. (3) CERTIFICATE OF INCORPORATION means the certificate of incorporation described
in Section 10A-2A-2.02, all amendments to the certificate of incorporation, and any
other documents permitted or required to be delivered for filing by a corporation with the
Secretary of State under this chapter or Chapter 1 that modify, amend, supplement, restate,
or replace the certificate of incorporation. After an amendment of the certificate...
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27-61-1
Section 27-61-1 Surplus Lines Insurance Multi-State Compliance Compact. The Surplus
Lines Insurance Multi-State Compliance Compact Act is enacted into law and entered into with
all jurisdictions mutually adopting the compact in the form substantially as follows: PREAMBLE
WHEREAS, with regard to Non-Admitted Insurance policies with risk exposures located in multiple
states, the 111th United States Congress has stipulated in Title V, Subtitle B, the Non-Admitted
and Reinsurance Reform Act of 2010, of the Dodd-Frank Wall Street Reform and Consumer Protection
Act, hereafter, the NRRA, that: (A) The placement of Non-Admitted Insurance shall be subject
to the statutory and regulatory requirements solely of the insured's Home State, and (B) Any
law, regulation, provision, or action of any State that applies or purports to apply to Non-Admitted
Insurance sold to, solicited by, or negotiated with an insured whose Home State is another
State shall be preempted with respect to such application;...
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15-22-1.1
Section 15-22-1.1 Interstate Compact for Adult Offender Supervision. Whereas: The Interstate
Compact for the Supervision of Parolees and Probationers was established in 1937, it is the
earliest corrections "compact" established among the states and has not been amended
since its adoption over 62 years ago; Whereas: This compact is the only vehicle for the controlled
movement of adult parolees and probationers across state lines, and it currently has jurisdiction
over more than a quarter of a million offenders; Whereas: The complexities of the compact
have become more difficult to administer, and many jurisdictions have expanded supervision
expectations to include currently unregulated practices such as victim input, victim notification
requirements, and sex offender registration; Whereas: After hearings, national surveys, and
a detailed study by a task force appointed by the National Institute of Corrections, the overwhelming
recommendation has been to amend the document to bring about...
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40-14A-37
Section 40-14A-37 (Repealed for taxable years beginning on or after January 1, 2002.)
Dissolution, etc., of corporations. Whenever a corporation organized or incorporated under
the laws of this state is dissolved, terminated, liquidated, or otherwise wound-up, by an
agreement of the stockholders filed in the office of the judge of probate of the county wherein
the corporation was organized, the judge of probate shall at once give notice to the department
and Secretary of State of the dissolution event, with name of the taxpayer and the date of
dissolution, termination, liquidation, or other winding-up. When a dissolution of a corporation
organized or incorporated under the laws of this state takes place by judgment of a court,
upon the filing of a complaint under the laws of this state by the creditors, stockholders,
or others, the clerk of the court shall at once notify the department and Secretary of State
of such dissolution, termination, liquidation, or other winding up. In any...
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39-2-12
Section 39-2-12 Partial and final payments of contractors by awarding authorities. (a)
As used in this section the following words shall have the meanings ascribed to them
as follows: (1) CONTRACTOR. Any natural person, partnership, company, firm, corporation, association,
limited liability company, cooperative, or other legal entity licensed by the Alabama State
Licensing Board for General Contractors. (2) NONRESIDENT CONTRACTOR. A contractor which is
neither a. organized and existing under the laws of the State of Alabama, nor b. maintains
its principal place of business in the State of Alabama. A nonresident contractor which has
maintained a permanent branch office within the State of Alabama for at least five continuous
years shall not thereafter be deemed to be a nonresident contractor so long as the contractor
continues to maintain a branch office within Alabama. (3) RETAINAGE. That money belonging
to the contractor which has been retained by the awarding authority conditioned on...
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10A-1-8.01
Section 10A-1-8.01 Conversion of business and nonprofit entities. (a) A conversion of
an entity may be accomplished as provided in this section: (1) CORPORATIONS. a. The
terms and conditions of a plan of conversion of a corporation, other than a nonprofit corporation,
must be approved in accordance with the procedures and by the stockholder vote required by
Article 9 of Chapter 2A. If the governing documents provide for approval of a conversion by
less than all of a corporation's stockholders, approval of the conversion shall constitute
corporate action subject to appraisal rights pursuant to Article 13 of Chapter 2A. No conversion
of a corporation to a general or limited partnership may be effected without the consent in
writing of each stockholder who will have personal liability with respect to the converted
entity, notwithstanding any provision in the governing documents of the converting corporation
providing for less than unanimous stockholder approval for the conversion. b. The...
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16-17A-2
Section 16-17A-2 Definitions. For purposes of this chapter, the following terms shall
have the following meanings: (1) ACADEMIC MEDICAL CENTER. The teaching, research, and clinical
facilities provided, established, or operated by a constitutionally created public university
in the state or a university that operates a school of medicine. (2) AUTHORITY. A public corporation
organized pursuant to the provisions of this chapter. (3) BOARD. The board of directors of
an authority. (4) DIRECTOR. A member of the board of an authority. (5) GOVERNMENTAL ENTITY.
The state, a county, a municipality, or any department, agency, board, or commission of the
state, a county, or a municipality. (6) HEALTH CARE FACILITY. All property or rights in property,
real or personal, tangible or intangible, useful to an authority in its operations, including
without limitation, the following: a. Facilities necessary or desirable to the operation of
an academic medical center, one or more health sciences schools,...
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10A-2A-12.02
Section 10A-2A-12.02 Stockholder approval of certain dispositions. (a) A sale, lease,
exchange, or other disposition of assets, other than a disposition described in Section
10A-2A-12.01, requires approval of the corporation's stockholders if the disposition would
leave the corporation without a significant continuing business activity. A corporation will
conclusively be deemed to have retained a significant continuing business activity if it retains
a business activity that represented, for the corporation and its subsidiaries on a consolidated
basis, at least (i) 25 percent of total assets at the end of the most recently completed fiscal
year, and (ii) either 25 percent of either income from continuing operations before taxes
or 25 percent of revenues from continuing operations, in each case for the most recently completed
fiscal year. (b) To obtain the approval of the stockholders under subsection (a) the board
of directors shall first adopt a resolution authorizing the disposition....
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22-19-161
Section 22-19-161 Definitions. In this article: (1) "Adult" means an individual
who is at least 18 years of age. (2) "Agent" means an individual: (A) authorized
to make health care decisions on the principal's behalf by a power of attorney for health
care; or (B) expressly authorized to make an anatomical gift on the principal's behalf by
any other record signed by the principal. (3) "Anatomical gift" means a donation
of all or part of a human body to take effect after the donor's death for the purpose of transplantation,
therapy, research, or education. (4) "Coroner" means an elected or appointed official
who determines, with the assistance of other forensic scientists and investigators, the cause,
manner, and circumstances surrounding death. (5) "Decedent" means a deceased individual
whose body or part is or may be the source of an anatomical gift. The term includes a stillborn
infant and, subject to restrictions imposed by law other than this article, a fetus. (6) "Disinterested...
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