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10A-20-7.20
Section 10A-20-7.20 Amendment of certificate of formation. (a) The certificate of formation
may be amended by the votes of the stockholders and the members of the corporation, voting
separately by classes, and the amendments shall require approval by the affirmative vote of
two thirds of the votes to which the stockholders shall be entitled and two thirds of the
votes to which the members shall be entitled; provided, that no amendment of the certificate
of formation which is inconsistent with the general purposes expressed in this article, which
authorizes any additional class of capital stock to be issued or which eliminates or curtails
the right of the state Comptroller to examine the corporation or the obligation of the corporation
to make reports as provided in Section 10A-20-7.18 shall be made; and provided further,
that no amendment of the certificate of formation which increases the obligation of a member
to make loans to the corporation, makes any change in the principal...
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11-59-14
Section 11-59-14 Authority and procedure for dissolution of corporations; vesting of
title to facilities thereof in municipalities upon dissolution. When the principal of and
interest on all bonds issued by the corporation shall have been paid, the title to all facilities
then owned by the corporation shall thereupon vest in the municipality with respect to which
the corporation shall have been organized, and all rights and powers of the corporation with
respect to said facilities shall thereupon terminate and the corporation shall thereupon stand
dissolved. The then members of the board of directors of the corporation shall thereupon execute
and file for record in the office of the judge of probate of the county in which the certificate
of incorporation of the corporation was filed an appropriate certificate reciting the payment
of the principal of and interest on the bonds of the corporation, which certificate shall
also describe the facilities owned by the corporation at the time of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-59-14.htm - 2K - Match Info - Similar pages
22-51-7
Section 22-51-7 Incorporation of public corporations - Certificate of incorporation
- Amendments. The certificate of incorporation may be amended, from time to time, to provide
for any objective that was not included in the original certificate of incorporation by proceeding
as follows: (1) The board of directors of the corporation, subject to the approval of the
Alabama Department of Mental Health, shall first adopt a resolution setting forth and approving
the proposed amendment. (2) The proposed amendment shall then be submitted to each governing
body which has appointed or is entitled to appoint a member of the said board as it is constituted
at the time of the adoption of the said resolution setting forth and approving the proposed
amendment. (3) If a governing body to which the proposed amendment is submitted shall find
that the said amendment is in the public interest, and prima facie proof that it is in the
public interest shall consist of proof that it has been approved by the...
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10A-2A-11.06
Section 10A-2A-11.06 Statement or merger or stock exchange. (a) After a plan of merger
has been adopted and approved as required by this article, then a statement of merger shall
be signed by each party to the merger except as provided in Section 10A-2A-11.05(a).
The statement of merger must set forth: (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 number or
other designation 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
organization, the unique identifying number or other designation as assigned by the Secretary
of State, if any, of the surviving organization, the jurisdiction of the governing statute
of the surviving organization, and, if the surviving organization is created...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-11.06.htm - 6K - Match Info - Similar pages
10A-3-2.12
Section 10A-3-2.12 Board of directors; committees. If the governing documents of a nonprofit
corporation so provide, the board of directors, by resolution adopted by a majority of the
directors in office, may designate and appoint one or more committees each of which shall
consist of two or more directors, which committees, to the extent provided in the resolution,
or in the governing documents of the nonprofit corporation, shall have and exercise all the
authority of the board of directors, except that no committee shall have the authority of
the board of directors in reference to amending, altering, or repealing the bylaws; electing,
appointing, or removing any member of any committee or any director or officer of the corporation;
amending the certificate of formation, restating the certificate of formation, adopting a
plan of merger or adopting a plan of consolidation with another nonprofit corporation or other
entity authorizing the conversion of the nonprofit corporation into...
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22-21-175
Section 22-21-175 Board of directors. (a) The corporation shall have a board of directors
in which all powers of the corporation shall be vested. The board of directors shall consist
of (1) Two persons elected by the county commission of the county; (2) Two persons elected
by the governing body of the largest of the member municipalities, according to the federal
decennial census next preceding the date of the filing of the certificate of incorporation
of the corporation for record; (3) One person elected by the governing body of each of the
other member municipalities; (4) Two persons, each of whom shall be, at the time of his appointment,
a physician licensed to practice the profession of medicine in the county, resident in the
county and engaged in the full-time private practice of medicine, elected at a mass meeting
of the licensed physicians resident in the county; (5) Two persons elected or appointed by
a majority vote of all the active circuit judges of the judicial circuit in...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/22-21-175.htm - 7K - Match Info - Similar pages
10A-2-14.23
Section 10A-2-14.23 Appeal from denial of reinstatement. REPEALED IN THE 2019 REGULAR
SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT.
(a) If the Secretary of State denies a corporation's application for reinstatement following
administrative dissolution, he or she shall serve the corporation under Section 10A-1-5.31,
10A-1-5.35, or 10A-1-5.36 with a written notice that explains the reason or reasons for denial.
(b) The corporation may appeal the denial of reinstatement to the circuit court of the county
where its articles of incorporation are filed within 30 days after service of the notice of
denial is perfected. A corporation created by an act of the Legislature prior to the adoption
of the Constitution of Alabama of 1901, or which resulted from a merger or consolidation,
may appeal to the Circuit Court of Montgomery County. The corporation appeals by petitioning
the court to set aside the dissolution and attaching to the petition copies...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-14.23.htm - 1K - Match Info - Similar pages
11-65-6
Section 11-65-6 Incorporation of commission. The five persons initially designated as
members of a commission shall become a corporation with the power and authority provided in
this chapter by proceeding according to the provisions of this chapter. To become a corporation,
the persons so designated shall present to the Secretary of State an application signed by
them which shall contain the following: (1) A statement that the applicants propose to incorporate
a commission pursuant to this chapter; (2) The name and principal residence of each of the
applicants; (3) The date on which each applicant who is not an ex officio member was appointed
as a member and the expiration date of the term for which he was appointed; (4) The term of
office for each applicant who is an ex officio member; (5) The name of the proposed corporation,
which shall be "The _____ [name of the sponsoring municipality] Racing Commission";
(6) The location of the principal office of the proposed corporation, which...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-65-6.htm - 4K - Match Info - Similar pages
11-95-3
Section 11-95-3 Application for incorporation of public corporation; approval by local
governing bodies. A public corporation may be organized pursuant to the provisions of this
chapter in any county. In order to incorporate such a public corporation, any number of natural
persons, not less than three, who are duly qualified electors of a county, shall first file
a written application with the governing body of such county and with the governing body of
any single municipality located wholly within such county, which application shall: (1) Recite
the names of the county and the municipality with the governing bodies of which such application
is being filed; (2) Contain a statement that the applicants propose to incorporate a corporation
pursuant to the provisions of this chapter; (3) State the proposed location of the principal
office of the corporation, which shall be within the county with whose governing body such
application is filed; (4) State that each of the applicants is a duly...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-95-3.htm - 2K - Match Info - Similar pages
8-6-120
Section 8-6-120 Certificate of notification; representation that industrial revenue
bonds have been approved prohibited. In the event that (1) 20 days shall have expired after
the filing by an issuer of the notification required by Section 8-6-115 describing
proposed industrial revenue bonds to be issued by it, or the director shall have waived, shortened
or, with the consent of the issuer, extended such waiting period and (2) no stop order shall
then be effective as to the proposed industrial revenue bonds, the director shall provide
such issuer with a certificate substantially as follows: CERTIFICATE OF NOTIFICATION The _____
of _____ (the issuer) has filed in my office a notification under Act No. 586 of the 1978
Regular Session of the Alabama Legislature stating its intention to issue $_____ of its _____
Industrial Revenue Bonds and no stop order is effective as to the issue of such bonds. This
certificate is not an approval of said bonds, and it is unlawful for any person to...
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