10A-2-11.04
Section 10A-2-11.04 Merger of subsidiary. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) Subject to the limitations of the Constitution of Alabama of 1901, as the same may be amended from time to time, a parent corporation owning at least 80 percent of the outstanding shares of each class of a subsidiary corporation may merge the subsidiary into itself without approval of the shareholders of the parent or subsidiary. (b) The board of directors of the parent shall adopt a plan of merger that sets forth: (1) The names of the parent and subsidiary; and (2) The manner and basis of converting the shares of the subsidiary into shares, obligations, or other securities of the parent or any other corporation or into cash or other property in whole or part. (c) The parent shall mail a copy or summary of the plan of merger to each shareholder of the subsidiary who does not waive the mailing requirement in writing. (d)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-11.04.htm - 1K - Match Info - Similar pages
10A-2-14.05
Section 10A-2-14.05 Effect of dissolution. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A dissolved corporation continues its corporate existence but may not carry on any business except that appropriate to wind up and liquidate its business and affairs, including: (1) Collecting its assets; (2) Disposing of its properties that will not be distributed in kind to its shareholders; (3) Discharging or making provision for discharging its liabilities; (4) Distributing its remaining property among its shareholders according to their interests; and (5) Doing every other act necessary to wind up and liquidate its business and affairs. (b) Dissolution of a corporation does not: (1) Alter the limited liability status of its subscribers and shareholders under Section 10A-2-6.22, except as provided in Section 10A-1-9.22(d)(2) with respect to assets distributed to a shareholder in liquidation; (2) Transfer title to...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-14.05.htm - 2K - Match Info - Similar pages
10A-9A-10.08
Section 10A-9A-10.08 Filings required for merger; effective date. THIS SECTION WAS AMENDED BY ACT 2019-94 IN THE 2019 REGULAR SESSION, EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) After each constituent organization has approved the plan of merger, a statement of merger must be signed on behalf of: (1) each constituent limited partnership, as provided in Section 10A-9A-2.03(a); and (2) each other constituent organization, as provided by its governing statute. (b) A statement of merger under this section must include: (1) the name, type of organization, and mailing address of the principal office of each constituent organization, the jurisdiction of the governing statute of each constituent organization, and the respective unique identifying numbers or other designations as assigned by the Secretary of State, if any, of each constituent organization; (2) the name, type of organization, and mailing address of the principal office of the surviving...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-9A-10.08.htm - 4K - Match Info - Similar pages
40-17-381
Section 40-17-381 THIS SECTION WAS ASSIGNED BY THE CODE COMMISSIONER IN THE 2018 REGULAR SESSION, EFFECTIVE MAY 1, 2018. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) Notwithstanding any law or ordinance regarding standardization of local levies, no later than October 31, 2019, the Department of Revenue shall develop and make available a system which allows any taxpayer required to timely file and remit a county motor fuel tax calculated on a per gallon basis or municipal motor fuel license tax calculated on a per gallon basis the capability to file and remit motor fuel tax returns and payments through an electronic single point of filing program. The system shall be available for use by any taxpayer for tax periods after September 30, 2019, provided the taxpayer complies with this article and any rules adopted by the department for the administration of the system. The system shall allow for motor fuel tax return filing and tax remittance only and may not provide for the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/40-17-381.htm - 3K - Match Info - Similar pages
41-9-80.2
Section 41-9-80.2 THIS SECTION WAS ASSIGNED BY THE CODE COMMISSIONER IN THE 2019 REGULAR SESSION, EFFECTIVE JUNE 10, 2019. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. As used in this division, the following terms shall have the following meanings: (1) CONVICTED INDIVIDUAL. An individual convicted of a specified crime or a representative of the individual. (2) EARNED INCOME. Income derived from an individual's own labor or active participation in a business. The term does not include income from dividends or investments. (3) FUNDS OF A CONVICTED INDIVIDUAL. Funds and property received from any source by a convicted individual. The term includes funds that a superintendent, sheriff, municipal official, or other correctional official receives on behalf of a convicted individual and deposits into the individual's inmate or prisoner account to the credit of the individual. The term does not include funds from child support payments and earned income, except any income defined as profits...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/41-9-80.2.htm - 3K - Match Info - Similar pages
45-14-244-07
Section 45-14-244-07 THIS SECTION WAS ASSIGNED BY THE CODE COMMISSIONER IN THE 2017 REGULAR SESSION, EFFECTIVE OCTOBER 1, 2017. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) The proceeds from the tobacco tax authorized in Clay County pursuant to Section 45-14-244, and as further provided for in Sections 45-14-244.01 to 45-14-244.03, inclusive, and Section 45-14-244.06, less two percent of the actual cost of collection, which shall be retained by the Department of Revenue, shall be distributed to the Clay County General Fund to be expended as follows: (1) Thirty-two percent to the Alabama Forestry Commission to be utilized for fire protection in the county, as provided in subsection (b). (2) Twenty percent to the Clay County Industrial Development Council. (3) Eighteen percent to the Clay County Animal Shelter. The Clay County Animal Shelter shall annually report to the county commission regarding the expenditure of the funds in the preceding year. (4) Fifteen percent to the Clay...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-14-244-07.htm - 2K - Match Info - Similar pages
10A-2-14.22
Section 10A-2-14.22 Reinstatement following administrative dissolution. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A corporation administratively dissolved under Section 10A-2-14.21 may apply to the Secretary of State for reinstatement within two years after the effective date of dissolution. The application must: (1) Recite the name and address of the corporation and the effective date of its administrative dissolution; (2) State that the ground or grounds for dissolution either did not exist or have been eliminated; (3) State that the corporation's name satisfies the requirements of Sections 10A-1-5.03 and 10A-1-5.04; and (4) Contain a certificate from the Department of Revenue reciting that all taxes owed by the corporation have been paid. (b) If the Secretary of State determines that the application contains the information required by subsection (a) and that the information is correct, he or she...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-14.22.htm - 2K - Match Info - Similar pages
10A-2-7.32
Section 10A-2-7.32 Shareholder agreements. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) An agreement among the shareholders of a corporation that complies with this section is effective among the shareholders and the corporation even though it is inconsistent with one or more provisions of this chapter in that it: (1) Eliminates the authority of the board of directors or restricts the discretion or powers of the board of directors; (2) Governs the authorization or making of distributions whether or not in proportion to ownership of shares, subject to the limitations in Section 10A-2-6.40; (3) Establishes who shall be directors or officers of the corporation, or their terms of office or manner of selection or removal; (4) Governs, in general or in regard to specific matters, the exercise or division of voting power by or between the shareholders and directors or by or among any of them, including use of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-7.32.htm - 5K - Match Info - Similar pages
10A-2-7.04
Section 10A-2-7.04 Action without meeting. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) Except as provided in the articles of incorporation, action required or permitted by the Constitution of Alabama of 1901 or by this chapter to be taken at a shareholders' meeting may be taken without a meeting if the action is taken by all shareholders entitled to vote on the action. The action must be evidenced by one or more written consents describing the action taken, signed by all the shareholders entitled to vote on the action, and delivered to the corporation for inclusion in the minutes or filing with the corporate records. (b) If not otherwise fixed under Section 10A-2-7.03 or 10A-2-7.07, the record date for determining shareholders entitled to take action without a meeting is the date the first shareholder signs the consent under subsection (a). (c) A consent signed under this section has the effect of a...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-7.04.htm - 2K - Match Info - Similar pages
24-11-8
Section 24-11-8 THIS SECTION WAS ASSIGNED BY THE CODE COMMISSIONER IN THE 2018 REGULAR SESSION, EFFECTIVE MARCH 28, 2018. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. Penalty for Withdrawal for Purpose Other Than Eligible Costs. Except as otherwise provided in this section, if the account holder withdraws any funds from a first-time and second chance home buyer savings account for a purpose other than eligible costs for the purchase of a single-family residence in this state, the following shall apply: (1) The entire balance of the fund, including interest and other income on principal, shall be included in the account holder's taxable income for the tax year in which the withdrawal was made. (2) The account holder shall pay a penalty to the Department of Revenue equal to 10 percent of the amount withdrawn. The penalty shall not apply to funds withdrawn from an account which were: a. Withdrawn by reason of the account holder's death or disability or due to unemployment after the account...
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