5-5A-6
Section 5-5A-6 Procedure for incorporation - Certificate of Superintendent of Banks authorizing
filing of certificate of incorporation. If the superintendent shall be satisfied from his
investigation that the character and general fitness of the persons named as stockholders
and executive officers are such as to command the confidence of the community in which such
bank is proposed to be located and that there is sufficient business to support said bank
in said community and that the convenience and needs of said community shall be served, he
shall pass upon the sufficiency of the certificate of incorporation; and, if he approves the
certificate he shall issue under his hand and official seal a certificate authorizing the
proper official or officials to file the certificate of incorporation upon proof of payment
of subscription to the capital subscribed for as required by law. The superintendent shall
transmit the proposed certificate of incorporation, together with said certificate...
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5-5A-1
Section 5-5A-1 Procedure for incorporation - Application for permit. (a) The proposed incorporators
of a bank shall execute and acknowledge an application for a permit in writing in the form
prescribed by the superintendent and shall file the same in the office of the State Banking
Department, which application shall be signed by all of the incorporators requesting a certificate
authorizing the proposed bank to transact business at the place, time and under the name stated
in said application. (b) At the time of filing said application, the applicant shall pay to
the superintendent a filing fee. (c) The application shall name at a minimum five directors,
and a majority of all directors shall be outside directors unless a written waiver is obtained
from the superintendent. A director shall be deemed to be an outside director if the director
will not serve as an officer, other than the chair, or an employee of the bank. (d) The application
shall name a chair, chief executive officer, a...
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5-5A-11
Section 5-5A-11 Permit to transact business - Examination; issuance and recordation of permit.
The superintendent shall, before issuing his permit to any bank to commence business under
the application provided for in Section 5-5A-1, examine or cause an examination to be made
in order to ascertain whether the requisite capital of such bank has been paid in cash. If
the superintendent shall find that the requisite capital has been paid in cash, that the certificate
of incorporation has been approved and recorded and that all other requirements for the issuance
of the permit have been met, he shall issue his permit authorizing such bank to commence business
at the place, time and under the name as stated in the application for the permit and to transact
business in this state as a bank, which permit shall be recorded in the office of the superintendent
in a book to be kept by him for that purpose, and a certified copy thereof shall be filed
and recorded at the expense of the bank in the...
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5-5A-8
Section 5-5A-8 Procedure for incorporation - Refusal to permit incorporation; appeal from refusal
to Banking Board. If the superintendent is of the opinion from his investigation that the
character and general fitness of the persons named as stockholders or executive officers are
such as not to command the confidence of the community in which such bank is proposed to be
located or that there is not a sufficient business to support said bank in said community
or that the convenience or needs of said community shall not be served, he shall issue under
his hand and official seal, a refusal to permit the incorporation of the proposed bank and
a copy of his refusal shall be filed in the superintendent's office, and the refusal and the
proposed certificate of incorporation shall be returned to the proposed incorporators or their
agent. No right of appeal to the Banking Board exists except upon refusal of the superintendent
to permit incorporation. Any proposed stockholder or individual may...
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5-11A-1
Section 5-11A-1 Amenability of trust companies to banking laws; use of word "trust"
in corporate name generally; operation of trust departments, etc., by banks. All corporations
organized and operating as trust companies shall have the word "trust" as a part
of their corporate names, shall be amenable to the general banking laws of the state insofar
as said laws are applicable to trust companies and not in conflict with the provisions of
this chapter and shall be examined by the superintendent as state banks are examined. The
word "trust" need not be a part of the corporate name of any corporation now or
hereafter organized under the laws of this state to do a banking business and all such banks,
although the word "trust" is not a part of their corporate names, shall have the
right to operate and conduct a trust department, become trustees for any purpose, be appointed
and act as executors, administrators, guardians and receivers and do any business and exercise
any powers incident to...
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5-7A-23
Section 5-7A-23 Declaration of incorporation. Before the issuing of such certificate by the
superintendent a majority of the directors of such bank shall file in the office of the official
or officials with which a certificate of incorporation would be filed under the business corporation
laws of this state a declaration of incorporation, which shall show: (1) The name to be assumed
and used by the corporation; (2) The objects of the corporation, among which shall be the
conversion of a national bank with the name and description of the same, into a state bank
with all the power and authority that may be exercised by a state bank; (3) The location of
its principal office; (4) The amount of its total authorized capital and the amount of its
paid-in capital; (5) The name and post-office address of each officer and director; (6) The
time limit, if any, for the duration of the corporation; and (7) A certificate, acknowledged
before a notary public by a majority of the directors of the...
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5-13B-98
Section 5-13B-98 Filing of amendments to articles of incorporation. A foreign bank which is
licensed to maintain an Alabama state branch or Alabama state agency, whenever its articles
of incorporation are amended, shall forthwith file in the office of the superintendent a copy
of such amendment duly authenticated by the proper officer of the country of such foreign
bank's organization, but the filing thereof may not of itself enlarge or alter the purpose
or purposes for which such foreign bank is authorized to pursue in the transaction of its
business in this state, nor authorize such foreign bank to transact business in this state
under any name other than the name set forth in its license, nor extend the duration of its
corporate existence. (Acts 1995, No. 95-115, p. 134, §46.)...
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5-7A-62
Section 5-7A-62 Application to convert charter; written plan of conversion; authorizing resolution;
submission to superintendent; fee; tentative approval; vote of stockholders or members; directors;
articles of incorporation and bylaws; statement of superintendent's objections; amendment;
appeal of disapproval; application to FDIC; final approval and permit. Any savings institution
may apply to the superintendent for permission to convert its charter in order to do business
as a state chartered bank in accordance with the following procedures: (1) The board of directors
shall approve a written plan of conversion, the application for conversion and shall adopt
an authorizing resolution, all by a vote of a majority of all the directors. The plan of conversion
shall include a statement of: a. The proposed organization and management structure of the
resulting bank if the application were approved, and the proposed name under which it would
do business as a bank; b. The method and time...
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15-18-179
Section 15-18-179 Application for incorporation; certificate of incorporation; amendment; board
of directors; dissolution; funding; competitive bidding laws not applicable. (a) A public
corporation may be organized as a community punishment and corrections authority pursuant
to this article in any county or group of counties located in one or more judicial circuits.
In order to incorporate the public corporation, any number of natural persons, not less than
three, who are duly qualified electors of a proposed county or counties shall first file a
written application with the county commission or any two or more thereof. The application
shall contain all of the following: (1) The names of each county commission with which the
application is filed. (2) A statement that the applicants propose to incorporate an authority
pursuant to this article. (3) The proposed location of the principal office of the authority.
(4) A statement that each of the applicants is a duly qualified elector of...
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5-8A-46
Section 5-8A-46 Final distribution, termination of receivership and dissolution of bank. Whenever
the receiver shall have paid to each and every depositor and creditor of such bank whose claim
or claims as such creditor or depositor shall have been duly proven and allowed the full amount
of such claims and shall have made proper provision for the unclaimed and unpaid deposits
or dividends the receiver shall make application for final settlement including expenses of
liquidation, to be approved by the receivership court and shall distribute the balance of
any assets remaining ratably to the stockholders. Creditors shall not receive interest after
the date of taking of possession by the superintendent. The receiver shall in said final settlement
order be directed to file in the office of the judge of probate of the county in which the
principal place of business of the bank was located and in the office of Secretary of State
a certificate of dissolution and the written approval of the...
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