10A-2-13.01
Section 10A-2-13.01 Definitions. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (1) "Corporate action"
means the filing of articles of merger or share exchange by the judge of probate or Secretary
of State, or other action giving legal effect to a transaction that is the subject of dissenters'
rights. (2) "Corporation" means the issuer of shares held by a dissenter before
the corporate action, or the surviving or acquiring corporation by merger or share exchange
of that issuer. (3) "Dissenter" means a shareholder who is entitled to dissent from
corporate action under Section 10A-2-13.02 and who exercises that right when and in the manner
required by Sections 10A-2-13.20 through 10A-2-13.28. (4) "Fair Value," with respect
to a dissenter's shares, means the value of the shares immediately before the effectuation
of the corporate action to which the dissenter objects, excluding any appreciation or depreciation
in...
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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 REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94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...
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11-40-54
Section 11-40-54 Failure of owner to comply with notice of non-conformity, certificate of modified
approval, etc.; civil penalties; collection and enforcement of penalties. Repealed by Act
2017-304, §11, effective May 16, 2017. (Acts 1992, No. 92-471, p. 939, §5.)...
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11-54-175
Section 11-54-175 Amendments to certificate of incorporation; filing of application; approval
or denial by governing body; filing and recordation. The certificate of incorporation of any
authority incorporated under the provisions of this article may at any time and from time
to time be amended in the manner provided in this section. The board shall first adopt a resolution
proposing an amendment to the certificate of incorporation which shall be set forth in full
in the said resolution and which amendment may include any matters which might have been included
in the original certificate of incorporation. After the adoption by the board of a resolution
proposing an amendment to the certificate of incorporation of the authority, the chairman
of the board and the secretary of the authority shall sign and file a written application
in the name of and on behalf of the authority, under its seal, with the governing body of
the authorizing municipality, requesting such governing body to adopt...
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34-6-9
Section 34-6-9 Minors forbidden to play billiards; certificate as to age; proviso as to certain
counties. Repealed by Act 2015-70 effective April 21, 2015. (Acts 1923, No. 230, p. 224, §8;
Code 1923, §4263; Code 1940, T. 14, §245; Acts 1971, No. 53, p. 302, §1.)...
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41-9-903
Section 41-9-903 Execution of contract to provide benefits; bidding procedure and evaluation
guidelines; contract to cover all state residents; reinsurance authorization; insured to receive
certificate detailing coverage. Repealed by Act 2015-70 effective April 21, 2015. (Acts 1993,
No. 93-602, p. 980, §4.)...
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10A-2-13.02
Section 10A-2-13.02 Right to dissent. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A shareholder is entitled
to dissent from, and obtain payment of the fair value of his or her shares in the event of,
any of the following corporate actions: (1) Consummation of a plan of merger to which the
corporation is a party (i) if shareholder approval is required for the merger by Section 10A-2-11.03
or the articles of incorporation and the shareholder is entitled to vote on the merger or
(ii) if the corporation is a subsidiary that is merged with its parent under Section 10A-2-11.04;
(2) Consummation of a plan of share exchange to which the corporation is a party as the corporation
whose shares will be acquired, if the shareholder is entitled to vote on the plan; (3) Consummation
of a sale or exchange by all, or substantially all, of the property of the corporation other
than in the usual and regular course of...
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10A-5-7.06
Section 10A-5-7.06 Articles of dissolution. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144
EFFECTIVE JANUARY 1, 2017. (a) After the dissolution of the limited liability company pursuant
to Section 10A-5-7.01, the limited liability company shall file articles of dissolution in
the office of the judge of probate of the county in which the certificate of formation was
filed. The articles of dissolution shall set forth: (1) The name of the limited liability
company. (2) The date of filing its certificate of formation. (3) The reason for filing the
articles of dissolution. (4) The effective date of the articles of dissolution, which shall
be a date certain, if they are not to be effective immediately. (5) Any other information
the members or managers filing the articles deem appropriate. (b) The articles of dissolution
and two copies shall be delivered to the judge of probate. If the judge of probate finds that
the articles of dissolution conform to law and that all fees prescribed in...
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45-13-120
Section 45-13-120 Compensation; election; oath and bond; office space, equipment; chief clerk;
powers and duties; issuance of licenses; disposition of funds. (a)(1) Effective October 1,
1991, there is hereby created the office of commissioner of licenses. The salary of the commissioner
of licenses shall be in the amount of thirty-six thousand dollars ($36,000) annually. The
annual salary shall be payable in equal biweekly installments from the general funds of the
county, as all other county employees are paid. (2) The office of commissioner of licenses
shall be established upon the occurrence of a vacancy before October 1, 1991, in either the
office of tax assessor or tax collector, then, in that event, the officer remaining after
the office of revenue commissioner is established, shall be the license commissioner for the
remainder of the unexpired term for which he or she was elected as either tax assessor or
as tax collector, as the case may be, and the license commissioner shall be...
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10A-2-13.25
Section 10A-2-13.25 Offer of payment. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE
JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) As soon as the proposed corporate
action is taken, or upon receipt of a payment demand, the corporation shall offer to pay each
dissenter who complied with Section 10A-2-13.23 the amount the corporation estimates to be
the fair value of his or her shares, plus accrued interest. (b) The offer of payment must
be accompanied by: (1) The corporation's balance sheet as of the end of a fiscal year ending
not more than 16 months before the date of the offer, an income statement for that year, and
the latest available interim financial statements, if any; (2) A statement of the corporation's
estimate of the fair value of the shares; (3) An explanation of how the interest was calculated;
(4) A statement of the dissenter's right to demand payment under Section 10A-2-13.28; and
(5) A copy of this article. (c) Each dissenter who agrees...
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