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10A-2A-11.04
Section 10A-2A-11.04 Action on a plan of merger or stock exchange. In the case of a corporation
that is a constituent organization or the acquired entity in a stock exchange, the plan of
merger or stock exchange shall be adopted in the following manner: (a) The plan of merger
or stock exchange shall first be adopted by the board of directors. (b) Except as provided
in subsections (h), (j), and (l) and in Section 10A-2A-11.05, the plan of merger or stock
exchange shall then be approved by the stockholders. In submitting the plan of merger or stock
exchange to the stockholders for approval, the board of directors shall recommend that the
stockholders approve the plan or, in the case of an offer referred to in subsection (j)(2),
that the stockholders tender their stock to the offeror in response to the offer, unless (i)
the board of directors makes a determination that because of conflicts of interest or other
special circumstances it should not make a recommendation or (ii) Section...
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28-3-190
Section 28-3-190 Levy of tax; collection; disposition of proceeds by localities; enforcement
and administration; penalties; exclusive nature of tax. (a) Levy. In addition to the excise
tax levied by Article 5A of Chapter 3 of this title and the licenses provided for by Chapter
3A of this title and by Section 28-3-194, and any acts amendatory thereof, supplementary thereto
or substituted therefor, and municipal and county licenses, there is hereby levied a privilege
or excise tax on every person licensed under the provisions of Chapter 3A who sells, stores,
or receives for the purpose of distribution, to any person, firm, corporation, club, or association
within the State of Alabama any beer. The tax levied hereby shall be measured by and graduated
in accordance with the volume of sales by such person of beer, and shall be an amount equal
to one and six hundred twenty-five thousands cents (1.625 cents) for each four fluid ounces
or fractional part thereof. (b) Collection. The tax levied...
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40-22-2
Section 40-22-2 Mortgages, deeds of trust, etc., generally. No mortgage, deed of trust, contract
of conditional sale, or other instrument of like character which is given to secure the payment
of any debt which conveys any real or personal property situated within this state or any
interest therein or any security agreement or financing statement provided for by the Uniform
Commercial Code, except a security agreement or a financing statement relating solely to security
interests in accounts, contract rights, or general intangibles, as such terms are defined
in the Uniform Commercial Code, and except for the re-recordation of corrected mortgages,
deeds, or instruments executed for the purpose of perfecting the title to real or personal
property, specifically, but not limited to, corrections of maturity dates thereof, shall be
received for record or for filing in the office of any probate judge of this state unless
the following privilege or license taxes shall have been paid upon such...
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45-4-244.20
Section 45-4-244.20 County sales tax to parallel state tax; exemptions; collection and disposition
of funds; enforcement. (a) All words, terms, and phrases that are defined in Article 1 of
Chapter 23 of Title 40 shall, where used in this section have the meanings respectively ascribed
to them in Article 1 except where the context herein clearly indicates a different meaning.
In addition, the following words, terms, and phrases where used in this section shall have
the following respective meanings except where the context clearly indicates a different meaning:
(1) STATE SALES TAX STATUTES. Article 1 of Chapter 23 of Title 40, which levies a retail sales
tax for state purposes, and includes all statutes, heretofore enacted, which expressly set
forth any exemptions from the computation of the tax levied in Article 1 and all other statutes
heretofore enacted which expressly apply to, or purport to affect, the administration of Article
1 and the incidence and collection of the tax imposed...
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11-50A-8
Section 11-50A-8 Powers of the authority. In addition to other powers granted the authority
by this chapter, it shall have all powers consistent with the purposes of the authority as
set forth in Section 11-50A-3, which are necessary or convenient to carry out and effectuate
the purposes and provisions of this chapter, including, but without limiting the generality
of the foregoing, the following enumerated powers, which shall be exercised by the authority
consistently with the provisions of Section 11-50A-3: (1) To sue and be sued and to prosecute
and defend in any court having jurisdiction of the subject matter and of the parties thereto;
(2) To adopt and alter a corporate seal; (3) To make and alter at pleasure all needful bylaws,
rules, and regulations for the transaction of its business and the control of its property
and affairs; (4) To have the same right of eminent domain through condemnation conferred by
Section 10-5-1, or any subsequent statute of similar import; provided...
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40-23-4
Section 40-23-4 Exemptions. (a) There are exempted from the provisions of this division and
from the computation of the amount of the tax levied, assessed, or payable under this division
the following: (1) The gross proceeds of the sales of lubricating oil and gasoline as defined
in Sections 40-17-30 and 40-17-170 and the gross proceeds from those sales of lubricating
oil destined for out-of-state use which are transacted in a manner whereby an out-of-state
purchaser takes delivery of such oil at a distributor's plant within this state and transports
it out-of-state, which are otherwise taxed. (2) The gross proceeds of the sale, or sales,
of fertilizer when used for agricultural purposes. The word "fertilizer" shall not
be construed to include cottonseed meal, when not in combination with other materials. (3)
The gross proceeds of the sale, or sales, of seeds for planting purposes and baby chicks and
poults. Nothing herein shall be construed to exempt or exclude from the computation of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/40-23-4.htm - 34K - Match Info - Similar pages
32-1-1.1
Section 32-1-1.1 Definitions. The following words and phrases when used in this title, for
the purpose of this title, shall have meanings respectively ascribed to them in this section,
except when the context otherwise requires: (1) ALLEY. A street or highway intended to provide
access to the rear or side of lots or buildings in urban districts and not intended for the
purpose of through vehicular traffic. (2) ARTERIAL STREET. Any United States or state numbered
route, controlled-access highway, or other major radial or circumferential street or highway
designated by local authorities within their respective jurisdictions as part of a major arterial
system of streets or highways. (3) AUTHORIZED EMERGENCY VEHICLE. Such fire department vehicles,
police vehicles, and ambulances as are publicly owned, and such other publicly or privately
owned vehicles as are designated by the Secretary of the Alabama State Law Enforcement Agency
or the chief of police of an incorporated city. (4) BICYCLE....
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5-13B-41
Section 5-13B-41 Definitions. For purposes of this article: (a) The term "bank" means
any bank as defined in: Section 2(c) of the Bank Holding Company Act (12 U.S.C. §1841(c));
Section 3(a)(1) of the Federal Deposit Insurance Act (12 U.S.C. §1813(a)(1)), other than
a branch of a foreign bank; or, as the context may require, in Chapter 5A, Title 5. The term
"bank" as used in this article shall not in any event include a foreign bank or
a branch or agency of a foreign bank. (b) The term "foreign bank" means any company
organized under the laws of a foreign country, a territory of the United States, Puerto Rico,
Guam, American Samoa, or the Virgin Islands, that engages directly in the business of banking.
The term includes foreign commercial banks, foreign merchant banks, and other foreign institutions
that engage in banking activities usual in connection with the business of banking in the
countries where such foreign institutions are organized or operating. (c) The term "out-of-state...
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40-18-166
Section 40-18-166 "Accumulated adjustments account" defined; application generally;
"S period" defined; applicability of subdivision (c)(1) of Section 40-18-165 to
certain distributions; "affected shareholder" defined. (a)(1) Except as provided
in subsection (b), for purposes of this article, the term "accumulated adjustments account"
means an account of the Alabama S corporation which is adjusted for the S period in a manner
similar to the adjustments under Section 40-18-164 hereof including subdivision (4) of subsection
(c), except that no adjustment shall be made for income and related expenses which are exempt
from tax under this chapter and the phrase "but not below zero" shall be disregarded
in Section 40-18-164(c)(2)a. (2) In the case of any redemption which is treated as an exchange
under Section 40-18-36, the adjustment in the accumulated adjustments account shall be an
amount which bears the same ratio to the balance in the account as the number of shares redeemed
in such...
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5-13B-2
Section 5-13B-2 Definitions. For purposes of this article: (a) "Acquire" means: (1)
For a company to merge or consolidate with a bank holding company; (2) For a company to assume
direct or indirect ownership or control of: (I) More than 25 percent of any class of voting
shares of a bank holding company or a bank, if the acquiring company was not a bank holding
company prior to such acquisition; (II) More than five percent of any class of voting shares
of a bank holding company or a bank, if the acquiring company was a bank holding company prior
to such acquisition; or (III) All or substantially all of the assets of a bank holding company
or a bank; or (3) For a company to take any other action that results in the direct or indirect
acquisition of control by such company of a bank holding company or a bank; however, formation
of a de novo bank pursuant to Chapter 5A of this title is not an acquisition for purposes
of this article. (b) "Affiliate" has the meaning set forth in Section...
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