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10A-1-8.02
Section 10A-1-8.02 Mergers of entities. (a) A merger of two or more entities, whether the other
entity or entities are the same or another form of entity, may be accomplished as provided
in this section. (1) CORPORATIONS. a. In the case of a corporation, other than a nonprofit
corporation, that is a party to a merger, a plan of merger must be approved in accordance
with the procedures and by the stockholder vote required by Article 11 of Chapter 2A. If the
governing documents of the corporation provide for approval of a merger by less than all of
the corporation's stockholders, approval of the merger shall constitute corporate action subject
to appraisal rights pursuant to Article 13 of Chapter 2A, as applicable. No merger of a corporation
into a general or limited partnership may be effected without the consent in writing of each
stockholder who will have personal liability with respect to the surviving entity, notwithstanding
any provision in the governing documents of the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-1-8.02.htm - 17K - Match Info - Similar pages
7-2A-103
Section 7-2A-103 Definitions and index of definitions. (1) In this article unless the context
otherwise requires: (a) "Buyer in ordinary course of business" means a person who
in good faith and without knowledge that the sale to him or her is in violation of the ownership
rights or security interest or leasehold interest of a third party in the goods, buys in ordinary
course from a person in the business of selling goods of that kind but does not include a
pawnbroker. "Buying" may be for cash or by exchange of other property or on secured
or unsecured credit and includes receiving goods or documents of title under a pre-existing
contract for sale but does not include a transfer in bulk or as security for or in total or
partial satisfaction of a money debt. (b) "Cancellation" occurs when either party
puts an end to the lease contract for default by the other party. (c) "Commercial unit"
means such a unit of goods as by commercial usage is a single whole for purposes of lease
and...
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8-20-5
Section 8-20-5 Limitations on cancellations, modifications, terminations, and nonrenewals of
franchise relationships. (a) Notwithstanding the terms, provisions, or conditions of any agreement
or franchise or notwithstanding the terms or provisions of any waiver, no manufacturer shall
cancel, terminate, modify, fail to renew, or refuse to continue any franchise relationship
with a licensed new motor vehicle dealer unless the manufacturer has: (1) Satisfied the notice
requirement of this section. (2) Acted in good faith as defined in this chapter. (3) Has good
cause for the cancellation, termination, modification, nonrenewal, or noncontinuance. (b)
Notwithstanding the terms, provisions, or conditions of any agreement or franchise or the
terms or provisions of any waiver, good cause shall exist for the purposes of a termination,
cancellation, modification, nonrenewal, or noncontinuance when: (1) There is a failure by
the new motor vehicle dealer to comply with a provision of the franchise...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/8-20-5.htm - 13K - Match Info - Similar pages
10A-9A-10.09
Section 10A-9A-10.09 Effect of merger. 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)
When a merger becomes effective: (1) the surviving organization continues or, in the case
of a surviving organization created pursuant to the merger, comes into existence; (2) each
constituent organization that merges into the surviving organization ceases to exist as a
separate entity; (3) except as provided in the plan of merger all property owned by, and every
contract right possessed by, each constituent organization that ceases to exist vests in the
surviving organization without transfer, reversion, or impairment and the title to any property
and contract rights vested by deed or otherwise in the surviving organization shall not revert,
be in any way impaired, or be deemed to be a transfer by reason of the merger; (4) all debts,
obligations, and other liabilities of each constituent organization,...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-9A-10.09.htm - 5K - Match Info - Similar pages
11-65-18
Section 11-65-18 Application for operator's license. Depending upon the licensing authority
granted a commission by elections held pursuant to subsection (a) or (b) of Section 11-65-4,
a commission shall be empowered to grant operator's licenses for horse racing and pari-mutuel
wagering thereon or for greyhound racing and pari-mutuel wagering thereon. Any corporation,
partnership, or other business entity desiring to obtain (i) an operator's license to conduct
horse racing and pari-mutuel wagering thereon at a racing facility located in the commission
municipal jurisdiction or (ii) an operator's license to conduct greyhound racing and pari-mutuel
wagering thereon at a racing facility located in the commission municipal jurisdiction, either
through issuance of such license by a commission or transfer of an outstanding license, shall
file with the appropriate commission an application for such license. Such application may,
but need not, be made in conjunction with an application for a...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-65-18.htm - 6K - Match Info - Similar pages
34-27-51
Section 34-27-51 Acts constituting violation of article - Sell, etc.; without license; failure
to provide certain documents at time of registration; failure to follow rules of advertising.
It shall be a violation of this article for any seller of vacation time-sharing plans to:
(1) Sell, lease, encumber, or convey in any manner or to solicit or advertise such transactions
unless the seller has been duly licensed under the provisions of Section 34-27-66 and unless
the vacation time-sharing plan and the units thereby affected have first been registered with
the commission. Provided, however, that the registration requirements of this article shall
not apply to nor restrict the listing and resale of any vacation time-sharing plan when: a.
The vacation time-sharing plan to be resold is within an existing time-sharing facility currently
registered with the commission pursuant to the requirements of this article; and b. The vacation
time-sharing plan to be resold is subject to the identical...
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41-10-541
Section 41-10-541 Definitions. (a) The following words and phrases used in this division, and
others evidently intended as the equivalent thereof, shall, in the absence of clear implication
herein otherwise, be given the following respective interpretations herein: (1) APPROPRIATED
FUNDS. Net TVA payments to the extent such payments are pledged and appropriated to the authority
pursuant to Section 41-10-550. (2) AUTHORITY. The public corporation organized pursuant to
this division. (3) AUTHORITY GUARANTY. An agreement of the authority pursuant to which the
payment of debt service referable to bonds, notes, or other evidences of indebtedness of a
development agency is guaranteed by the authority. (4) AUTHORITY OBLIGATIONS. Bonds of the
authority and authority guaranties. (5) AUTHORITY-GUARANTEED OBLIGATIONS. Bonds, notes, or
other evidences of indebtedness of a development agency that are issued solely for the purpose
in financing a project and that are guaranteed, in whole or in part,...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/41-10-541.htm - 13K - Match Info - Similar pages
11-3-11
Section 11-3-11 Powers and duties generally. (a) The county commission shall have authority:
(1) To direct, control, and maintain the property of the county as it may deem expedient according
to law, and in this direction and control it has the sole power to locate the courts in the
rooms of the courthouse and to designate the rooms to be occupied by the officers entitled
to rooms therein, including the circuit judge if resident in the county, and to change the
location of the courts and the designation of the rooms for officers as it may deem best and
most expedient, and this shall be done by order of the county commission entered upon the
minutes of the county commission at a regular meeting of the county commission. In the event
the courthouse is inadequate to supply office rooms for such officers, the county commission
may lease such office rooms in a convenient location in the county site and pay the rental
from the county fund. (2) To levy a general tax, for general county...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/11-3-11.htm - 9K - Match Info - Similar pages
27-60-2
Section 27-60-2 Interstate Insurance Product Regulation Compact. The State of Alabama hereby
agrees to the following interstate compact known as the Interstate Insurance Product Regulation
Compact: ARTICLE I. PURPOSES. The purposes of this compact are, through means of joint and
cooperative action among the compacting states: 1. To promote and protect the interest of
consumers of individual and group annuity, life insurance, disability income, and long-term
care insurance products; 2. To develop uniform standards for insurance products covered under
the compact; 3. To establish a central clearinghouse to receive and provide prompt review
of insurance products covered under the compact and, in certain cases, advertisements related
thereto, submitted by insurers authorized to do business in one or more compacting states;
4. To give appropriate regulatory approval to those product filings and advertisements satisfying
the applicable uniform standard; 5. To improve coordination of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/27-60-2.htm - 45K - Match Info - Similar pages
5-17-8
Section 5-17-8 Reports to Administrator of Alabama Credit Union Administration; powers of administrator.
(a) Credit unions shall report to the Administrator of the Alabama Credit Union Administration
at least annually on or before January 31 in such manner and form as required by the administrator
for that purpose. Additional reports may be required. Credit unions shall be examined at least
every 18 months by employees of the administration or by other persons designated by the administrator.
For failure to file reports when due, unless excused for cause by the administrator, the credit
union shall pay to the State Treasurer five dollars ($5) for each day of its delinquency.
(b) If the administrator determines that the credit union is violating this chapter, or is
insolvent, the administrator may suspend operations of the credit union by issuing an order
requiring that the credit union cease operations pending a hearing on the revocation of the
certificate of approval, or the...
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