Code of Alabama

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10A-30-2.05
Section 10A-30-2.05 Issuance or transfer of shares of a close corporation in breach of qualifying
conditions; applicable to corporations formed as close corporations or electing close corporation
status prior to January 1, 1995. (a) If shares of a close corporation are issued or transferred
to any person who is not entitled under any provision of the certificate of formation permitted
by Section 10A-30-2.02 to be a holder of record of shares of the corporation, and if the certificate
for shares conspicuously notes the qualifications of the persons entitled to be holders of
record thereof, such person is conclusively presumed to have notice of the fact of his or
her ineligibility to be a shareholder. (b) If a certificate for shares of any close corporation
conspicuously notes the fact of a restriction on transfer of shares of the corporation and
the restriction is one which is permitted by the Alabama Business Corporation Law, the transferee
of the shares is conclusively presumed to...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-30-2.05.htm - 2K - Match Info - Similar pages

10A-5A-8.02
Section 10A-5A-8.02 Death or disqualification of member. (a) In the case of a limited liability
company performing professional services, upon the death of a member, upon a member becoming
a disqualified person, or upon a transferable interest being transferred by operation of law
or court decree to a disqualified person, the transferable interest of the deceased member
or of the disqualified person may be transferred to a qualified person and, if not so transferred,
subject to Section 10A-5A-4.06, shall be purchased by the limited liability company as provided
in this section. (b) If the price of the transferable interest is not fixed by the limited
liability company agreement, the limited liability company, within six months after the death
or 30 days after the disqualification or transfer, as the case may be, shall make a written
offer to pay to the holder of the transferable interest a specified price deemed by the limited
liability company to be the fair value of the transferable...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-8.02.htm - 7K - Match Info - Similar pages

10A-8A-10.03
Section 10A-8A-10.03 Death or disqualification of partner. (a) In the case of a limited liability
partnership performing professional services, upon the death of a partner, upon a partner
becoming a disqualified person, or upon a transferable interest being transferred by operation
of law or court decree to a disqualified person, the transferable interest of the deceased
partner or of the disqualified person may be transferred to a qualified person and, if not
so transferred, subject to Section 10A-8A-4.09, shall be purchased by the limited liability
partnership as provided in this section. (b) If the price of the transferable interest is
not fixed by the partnership agreement, the limited liability partnership, within six months
after the death or 30 days after the disqualification or transfer, as the case may be, shall
make a written offer to pay to the holder of the transferable interest a specified price deemed
by the limited liability partnership to be the fair value of the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-8A-10.03.htm - 7K - Match Info - Similar pages

35-12-77
Section 35-12-77 Payment or delivery of abandoned property. (a) Except for property held in
a safe deposit box or other safekeeping depository, upon filing the report required in Section
35-12-76, the holder of property presumed abandoned shall pay, deliver, or cause to be paid
or delivered to the Treasurer the property described in the report as unclaimed, but if the
property is an automatically renewable deposit, and a penalty or forfeiture in the payment
of interest would result, the time for compliance is extended until a penalty or forfeiture
would no longer result. (b) Tangible property held in a safe deposit box or other safekeeping
depository shall be delivered to the Treasurer within 120 days after filing the report required
in Section 35-12-76. (c) If the property reported to the Treasurer is a security or security
entitlement under Article 8 of Title 7, the Uniform Commercial Code, the Treasurer is an appropriate
person to make an indorsement, instruction, or entitlement...
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35-12-88
Section 35-12-88 Periods of limitation. (a) The expiration, before or after May 12, 2004, of
a period of limitation on the owner's right to receive or recover property, whether specified
by contract, statute, or court order, does not preclude the property from being presumed abandoned
or affect a duty to file a report or to pay or deliver or transfer property to the Treasurer
as required by this article. (b) An action or proceeding may not be maintained by the Treasurer
to enforce this article in regard to the reporting, delivery, or payment of property more
than 10 years after the holder specifically identified the property in a report filed with
the Treasurer or gave express notice to the Treasurer of a dispute regarding the property.
In the absence of such a report or other express notice, the period of limitation is tolled.
The period of limitation is also tolled by the filing of a report that is fraudulent. (Act
2004-440, p. 755, ยง1.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/35-12-88.htm - 1K - Match Info - Similar pages

7-8-106
Section 7-8-106 Control. (a) A purchaser has "control" of a certificated security
in bearer form if the certificated security is delivered to the purchaser. (b) A purchaser
has "control" of a certificated security in registered form if the certificated
security is delivered to the purchaser, and: (1) the certificate is indorsed to the purchaser
or in blank by an effective indorsement; or (2) the certificate is registered in the name
of the purchaser, upon original issue or registration of transfer by the issuer. (c) A purchaser
has "control" of an uncertificated security if: (1) the uncertificated security
is delivered to the purchaser; or (2) the issuer has agreed that it will comply with instructions
originated by the purchaser without further consent by the registered owner. (d) A purchaser
has "control" of a security entitlement if: (1) the purchaser becomes the entitlement
holder; (2) the securities intermediary has agreed that it will comply with entitlement orders
originated by...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/7-8-106.htm - 2K - Match Info - Similar pages

10A-5A-1.02
Section 10A-5A-1.02 Definitions. Notwithstanding Section 10A-1-1.03, as used in this chapter,
unless the context otherwise requires, the following terms mean: (a) "Certificate of
formation," with respect to a limited liability company, means the certificate provided
for by Section 10A-5A-2.01, and the certificate as amended or restated. (b) "Constituent
limited liability company" means a constituent organization that is a limited liability
company. (c) "Constituent organization" means an organization that is party to a
merger under Article 10. (d) "Converted organization" means the organization into
which a converting organization converts pursuant to Article 10. (e) "Converting limited
liability company" means a converting organization that is a limited liability company.
(f) "Converting organization" means an organization that converts into another organization
pursuant to Article 10. (g) "Disqualified person" means any person who is not a
qualified person. (h) "Distribution" except...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-1.02.htm - 5K - Match Info - Similar pages

11-50-101
Section 11-50-101 Issuance, etc., of bonds by municipalities having less than six thousand
inhabitants. Any city or town having a population of less than 6,000 inhabitants may, notwithstanding
the amount or character of any bonded or other indebtedness, issue such bonds, but the same
shall be a lien or charge only against the property improved and drained and against the fund
collected from the assessments levied against the property improved and drained and shall
not be the general obligation of the city or town, nor shall such city or town be in any way
liable to the holders of such bonds in case of failure to collect the same, but such bonds
may be secured by mortgage on or deed of trust to said sewers or sewer system. Such last described
bonds, when issued, shall convey and transfer to the owners thereof all right, title, and
interest in and to the assessment and the lien upon the respective lots or parcels of ground
provided for in this division, which liens and assessments shall...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-50-101.htm - 1K - Match Info - Similar pages

35-12-89
Section 35-12-89 Requests for reports and examination of records. (a) The Treasurer may require
a person who has not filed a report, or a person who the Treasurer believes has filed an inaccurate,
incomplete, or false report, to file a verified report in a form specified by the Treasurer.
The report must state whether the person is holding property reportable under this article,
describe property not previously reported or as to which the Treasurer has made inquiry, and
specifically identify and state the amounts of property that may be in issue. (b) The Treasurer,
at reasonable times and upon reasonable notice, may examine the records of any person to determine
whether the person has complied with this article. The Treasurer may conduct the examination
even if the person believes it is not in possession of any property that shall be reported,
paid, or delivered under this article. The Treasurer may contract with any other person to
conduct the examination on behalf of the Treasurer....
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/35-12-89.htm - 3K - Match Info - Similar pages

7-8-102
Section 7-8-102 Definitions. (a) In this article: (1) "Adverse claim" means a claim
that a claimant has a property interest in a financial asset and that it is a violation of
the rights of the claimant for another person to hold, transfer, or deal with the financial
asset. (2) "Bearer form," as applied to a certificated security, means a form in
which the security is payable to the bearer of the security certificate according to its terms
but not by reason of an indorsement. (3) "Broker" means a person defined as a broker
or dealer under the federal securities laws, but without excluding a bank acting in that capacity.
(4) "Certificated security" means a security that is represented by a certificate.
(5) "Clearing corporation" means: (i) a person that is registered as a "clearing
agency" under the federal securities laws; (ii) a federal reserve bank; or (iii) any
other person that provides clearance or settlement services with respect to financial assets
that would require it to...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/7-8-102.htm - 6K - Match Info - Similar pages

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