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10A-5-4.04
Section 10A-5-4.04 Derivative actions. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144
EFFECTIVE JANUARY 1, 2017. (a) A member may bring an action in the right of a limited liability
company to recover a judgment in its favor if the members or managers with authority to do
so have refused to bring the action or if an effort to cause those members or managers to
bring the action is not likely to succeed. (b) In a derivative action, the plaintiff shall
be a member (1) at the time of bringing the action or have succeeded to the right of a member
by operation of law or pursuant to the terms of the operating agreement from a person who
was a member and (2) at the time of the transaction of which he or she complains. (c) In a
derivative action, the complaint shall set forth with particularity the effort of the plaintiff
to secure initiation of the action by the members or managers with authority to do so, or
the reasons for not making the effort. (d) If a derivative action is...
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10A-5-7.01
Section 10A-5-7.01 Events of dissolution. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144
EFFECTIVE JANUARY 1, 2017. A limited liability company is dissolved and its affairs shall
be wound up upon occurrence of the first of the following events: (1) Events specified in
the governing documents. (2) Written consent of all members to dissolve. (3) When there is
no remaining member, unless either of the following applies: a. The holders of all the financial
rights in the limited liability company agree in writing, within 90 days after the cessation
of membership of the last member, to continue the legal existence and business of the limited
liability company and to appoint one or more new members. b. The legal existence and business
of the limited liability company is continued and one or more new members are appointed in
the manner stated in the governing documents. (4) When the limited liability company is not
the successor limited liability company in the merger or consolidation...
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17-12-16
Section 17-12-16 Certification of results. Immediately after ascertaining the results of an
election for county officers, including members of the House of Representatives of the Legislature,
the canvassing board must make in writing a public certification of the result, stating the
name of each officer elected and the office to which elected. The certification must be signed
by at least two of the members of the canvassing board and must be published by filing the
original in the office of the judge of probate, by posting a copy thereof at the courthouse
door, and by immediately transmitting a copy to the Secretary of State by fax or electronic
transmission. The original certificate shall be recorded by the judge of probate in a book
to be provided for the purpose; and the record, or a duly certified copy thereof, shall constitute
prima facie evidence of the result of the election and the certification thereof as provided
by law. (Code 1876, §292; Code 1886, §388; Code 1896, §1645;...
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10A-2-8.06
Section 10A-2-8.06 Staggered terms for directors. REPEALED IN THE 2019 REGULAR SESSION BY ACT
2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. If there are
nine or more directors, the articles of incorporation may provide for staggering their terms
by dividing the total number of directors into two or three groups, with each group containing
one-half or one-third of the total, as near as may be. In that event, the terms of directors
in the first group expire at the first annual shareholders' meeting after their election,
the terms of the second group expire at the second annual shareholders' meeting after their
election, and the terms of the third group, if any, expire at the third annual shareholders'
meeting after their election. At each annual shareholders' meeting held thereafter, directors
shall be chosen for a term of two years or three years, as the case may be, to succeed those
whose terms expire. (Acts 1994, No. 94-245, p. 343, §1; §10-2B-8.06;...
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10A-2-8.25
Section 10A-2-8.25 Committees. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) Unless the articles of incorporation
or bylaws provide otherwise, a board of directors may create one or more committees and appoint
members of the board of directors to serve on them. Each committee may have one or more members,
who serve at the pleasure of the board of directors. (b) The creation of a committee and appointment
of members to it must be approved by the greater of (1) a majority of all the directors in
office when the action is taken or (2) the number of directors required by the articles of
incorporation or bylaws to take action under Section 10A-2-8.24. (c) Sections 10A-2-8.20 through
10A-2-8.24, which govern meetings, action without meetings, notice and waiver of notice, and
quorum and voting requirements of the board of directors, apply to committees and their members
as well. (d) To the extent specified by the...
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10A-5-6.03
Section 10A-5-6.03 Right of assignee to become member. REPEALED IN THE 2014 REGULAR SESSION
BY ACT 2014-144 EFFECTIVE JANUARY 1, 2017. (a) Except as otherwise provided in the operating
agreement: (1) An assignee of an interest in a limited liability company may become a member
only if the other members unanimously consent. The consent of a member may be evidenced in
any manner specified in the operating agreement, but in the absence of such a specification,
consent shall be evidenced by a written instrument, dated and signed by the member. (2) The
assignor of a membership interest is not released from liability to the limited liability
company under Section 10A-5-5.02, whether or not the assignee becomes a member. (3) A member
who assigns the member's entire interest in the limited liability company ceases to be a member
or to have the power to exercise any rights of a member when any assignee of the interest
becomes a member with respect to the assigned interest. (b) An assignee who...
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17-6-2
Section 17-6-2 Establishment of precincts; boundaries; precinct map; reapportionment coordination.
(a) The governing body of each county shall establish precincts, define the territorial limits
for which each precinct is established, prescribe their boundaries using the most recent federal
decennial census tract and block map, and designate the precincts. The governing body of each
county shall, by resolution, adopt the establishment and boundaries of each precinct in accordance
with the timetable as set forth herein. (b) Each precinct shall be a contiguous, compact area
having clearly defined and clearly observable boundaries coinciding with visible features
readily distinguishable on the ground such as designated highways, roads, streets, or rivers
or be coterminous with a county boundary. (c) Each county governing body shall provide and
maintain at all times a suitable map showing the current geographical boundaries with designation
of precincts and a legal description of the...
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17-6-33
Section 17-6-33 Designation of different offices of same classification. Whenever nominations
for two or more offices of the same classification are to be made, or whenever candidates
are to be elected to two or more offices of the same classification at the same primary, general,
special, or municipal election, each office shall be separately designated by number on the
official ballot as "Place No. 1," "Place No. 2," "Place No. 3"
and so forth; and the candidates for each place shall be separately nominated or elected,
as the case may be. Each candidate for nomination for such office shall designate in the announcement
of his or her candidacy and in his or her request to have his or her name placed on the official
primary ballot the number of the place for which he or she desires to become a candidate.
The name of each qualified candidate shall be printed on the official ballot used at any such
election beneath the title of the office and the number of the place for which he or she...
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10A-5-4.01
Section 10A-5-4.01 Management of the limited liability company; creation of classes; voting;
rights; meetings. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144 EFFECTIVE JANUARY 1,
2017. (a) Unless otherwise stated in the certificate of formation, the management of the limited
liability company is vested in its members. Subject to any provisions in the operating agreement
or this chapter restricting or enlarging the management rights and duties of any person or
group or class of persons, the members shall have the right and authority to manage the business
or affairs of the limited liability company and to make all decisions with respect thereto.
(b) If the certificate of formation vests management of the limited liability company in one
or more managers, then the managers shall have the power to manage the business or affairs
of the limited liability company as provided in the operating agreement. Except as otherwise
provided in the operating agreement, the managers: (1) Shall be...
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17-13-87
Section 17-13-87 New primary in case contest cannot be decided. If, upon the hearing of any
contest for any office, as provided for in this chapter, the committee, after an investigation
and hearing of the contest, shall determine that it is impossible from the evidence before
it to decide who is the legally nominated candidate for the office contested, it may direct
a new primary election for the nomination to any such office, but where any action is taken
by any county executive committee, either person to the contest, in the same manner as herein
provided for in the case of appeals from the action of any county committee, may take an appeal
to the state executive committee, which shall be the court of final appeal in all party contests
of nominations; provided that, upon hearing of any contest or appeal, as provided for in this
chapter, which is not referred to and decided by a subcommittee, 15 members of any such state
executive committee shall constitute a quorum for the hearing...
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