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10A-30-2.12
Section 10A-30-2.12 Shareholders' option to dissolve corporation; applicable to corporations
formed as close corporations or electing close corporation status prior to January 1, 1995.
(a) The certificate of formation of any close corporation may include a provision granting
to any shareholder, or to the holders of any specified number or percentage of shares of any
class of shares, an option to have the corporation dissolved at will or upon the occurrence
of any specified event or contingency. Whenever any such option to dissolve is exercised,
the shareholders exercising the option shall give written notice thereof to all other shareholders.
After the expiration of 30 days following the sending of the notice, the dissolution of the
corporation shall proceed as if the required number of shareholders having voting power had
consented in writing to dissolution of the corporation as provided by the Alabama Business
Corporation Law. (b) If the certificate of formation as originally filed...
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27-27-3
Section 27-27-3 Power of domestic insurers to indemnify directors, etc. Without limiting the
powers and authorities of domestic insurers, as provided in Section 27-27-61, a domestic insurer
shall have the power and is hereby authorized to indemnify any director, officer, or employee,
or former director, officer, or employee of the corporation, or any person who may have served
at its request as a director or officer of another corporation in which it owns shares of
capital stock or of which it is a creditor against expenses actually and reasonably incurred
by him in connection with the defense of any action or proceeding, civil or criminal, in which
he is made a party by reason of being, or having been, such director or officer, except in
relation to matters as to which he shall be adjudged in such action or proceeding to be liable
for negligence or misconduct in the performance of duty to the corporation and to make any
other indemnification that shall be authorized by the articles of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/27-27-3.htm - 1K - Match Info - Similar pages
10A-2-8.63
Section 10A-2-8.63 Shareholders' action. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94
EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) Shareholders' action
respecting a transaction is effective for purposes of Section 10A-2-8.61(b)(2) if a majority
of the votes entitled to be cast by the holders of all qualified shares were cast in favor
of the transaction after (1) notice to shareholders describing the director's conflicting
interest transactions, (2) provision of the information referred to in subsection (d), and
(3) required disclosure to the shareholders who voted on the transaction, to the extent the
information was not known by them. (b) For purposes of this section, "qualified shares"
means any shares entitled to vote with respect to the director's conflicting interest transaction
except shares that, to the knowledge, before the vote, of the secretary, or other officer
or agent of the corporation authorized to tabulate votes, are beneficially...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-8.63.htm - 2K - Match Info - Similar pages
10A-2A-2.02
Section 10A-2A-2.02 Certificate of incorporation. Notwithstanding Section 10A-1-3.05: (a) The
certificate of incorporation must set forth: (1) a corporate name for the corporation that
satisfies the requirements of Article 5 of Chapter 1; (2) the number of shares of stock the
corporation is authorized to issue; (3) the street and mailing addresses of the corporation's
initial registered office, the county within this state in which the street and mailing address
is located, and the name of the corporation's initial registered agent at that office as required
by Article 5 of Chapter 1; and (4) the name and address of each incorporator. (b) The certificate
of incorporation may set forth: (1) the names and addresses of the individuals who are to
serve as the initial directors; (2) provisions not inconsistent with law regarding: (i) the
purpose or purposes for which the corporation is organized; (ii) managing the business and
regulating the affairs of the corporation; (iii) defining,...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2A-2.02.htm - 4K - Match Info - Similar pages
8-9A-1
Section 8-9A-1 Definitions. As used in this chapter: (1) AFFILIATE. a. A person who directly
or indirectly owns, controls, or holds with power to vote, 20 percent or more of the outstanding
voting securities of the debtor, other than a person who holds the securities, 1. As a fiduciary
or agent without sole discretionary power to vote the securities; or 2. Solely to secure a
debt, if the person has not exercised the power to vote; b. A corporation 20 percent or more
of whose outstanding voting securities are directly or indirectly owned, controlled, or held
with power to vote, by the debtor or a person who directly or indirectly owns, controls, or
holds, with power to vote, 20 percent or more of the outstanding voting securities of the
debtor, other than a person who holds the securities, 1. As a fiduciary or agent without sole
power to vote the securities; or 2. Solely to secure a debt, if the person has not in fact
exercised the power to vote; c. A person whose business is operated...
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8-9B-2
Section 8-9B-2 Definitions. As used in this chapter: (1) "Affiliate" means: (i) a
person that directly or indirectly owns, controls, or holds with power to vote, 20 percent
or more of the outstanding voting securities of the debtor, other than a person that holds
the securities: (A) as a fiduciary or agent without sole discretionary power to vote the securities;
or (B) solely to secure a debt, if the person has not in fact exercised the power to vote;
(ii) a corporation 20 percent or more of whose outstanding voting securities are directly
or indirectly owned, controlled, or held, with power to vote, by the debtor or a person that
directly or indirectly owns, controls, or holds, with power to vote, 20 percent or more of
the outstanding voting securities of the debtor, other than a person that holds the securities:
(A) as a fiduciary or agent without sole discretionary power to vote the securities; or (B)
solely to secure a debt, if the person has not in fact exercised the power to...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/8-9B-2.htm - 6K - Match Info - Similar pages
10A-4-3.01
Section 10A-4-3.01 Issuance and transfer of shares. (a) A domestic professional corporation
may issue shares, fractional shares, and rights or options to purchase shares only to qualified
persons. (b) Where deemed necessary by the licensing authority for any profession in order
to prevent violations of the ethical standards of the profession, the licensing authority
may, within its rule-making power, by rule further restrict, condition, or abridge the authority
of domestic professional corporations to issue shares, but no rule shall, of itself, have
the effect of causing a shareholder of a professional corporation at the time the rule becomes
effective to become a disqualified person unless and to the extent specified by the licensing
authority. (c) A shareholder of a domestic professional corporation may transfer or pledge
shares, fractional shares, and rights or options to purchase shares of the professional corporation
only to qualified persons. (d) Any issuance or transfer of...
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11-99A-6
Section 11-99A-6 Powers of a district. Any district shall have the following powers, in addition
to those stated elsewhere in this chapter: (1) To have perpetual existence, subject to termination
as herein provided. (2) To have and use a corporate seal, but the use of a corporate seal
on any document shall not be required for the validity of a document or the due execution
and delivery thereof. (3) To sue and to be sued and to be a party to suits, actions, and proceedings,
but subject to the limitations on liability and the immunity granted in this chapter. (4)
To enter into contracts and agreements affecting the affairs of the district, including contracts
with the United States of America and any other public person. (5) To borrow money and to
incur indebtedness and to evidence the same by bonds, all without an election. (6) To acquire
and dispose of land, real property, personal property, and interests therein of any nature.
(7) To acquire, construct, install, and operate...
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34-13-12
Section 34-13-12 Truthfulness of documentary information; rights and obligations of funeral
establishment; liability. (a) Any person signing a funeral service agreement, cremation authorization
form, or any other authorization for disposition by his or her signature shall attest to the
truthfulness of any facts set forth in the document including, but not limited to, the identity
of the decedent whose remains are to be buried, cremated, or otherwise disposed of and the
authority of the person to order the disposition. A funeral establishment may rely on a funeral
service agreement, contract, or authorization in carrying out the instructions of the person
the funeral establishment reasonably believes to hold the right of disposition. A funeral
establishment is not responsible for contacting or independently investigating the existence
of any next-of-kin or relative of a decedent. If there is more than one person in a class
with equal priority and the funeral establishment has no...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/34-13-12.htm - 1K - Match Info - Similar pages
34-29-69
Section 34-29-69 Powers of board. The board shall be a body corporate and shall have the power
to do all of the following: (1) Examine and determine the qualifications and fitness of applicants
for a license to practice veterinary medicine in the state. (2) Issue, renew, deny, suspend,
and revoke licenses, issue private reprimands and private informed admonitions to practitioners
who practice veterinary medicine in this state, or otherwise discipline or censure veterinary
professionals, irrespective of their licensure status, whether active, inactive, expired,
lapsed, surrendered, or disciplined, relative to acts, omissions, complaints, and investigations
which occurred during the licensure period consistent with this article. (3) Conduct investigations
for the purpose of discovering violations of this article or grounds for disciplining licensed
veterinary professionals or other non-licensed individuals pursuant to the administrative
code of the board and appoint individuals and...
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