Code of Alabama - Title 10: Corporations, Partnerships, and Associations - Chapter 2B - Business Corporations
- Article 1 General Provisions.
- Division A Short Title, Applicability, and Reservation of Power.
- Division B Filing Documents.
- Section 10-2B-1.20 Filing requirements
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-1.21 Forms
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-1.22 Filing, service, and copying fees
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-1.23 Effective time and date of document
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-1.24 Correcting filed document
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-1.25 Place of filing and filing duties of probate judge and Secretary of State
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-1.26 Appeal from probate judge's or Secretary of State's refusal to file document
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-1.27 Evidentiary effect of copy of filed document
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-1.28 Certificate of existence
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-1.29 Penalty for signing false document
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division C Probate Judge and Secretary of State.
- Division D Definitions.
- Article 2 Incorporation.
- Section 10-2B-2.01 Incorporators
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-2.02 Articles of incorporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-2.03 Incorporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-2.04 Liability for preincorporation transaction
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-2.05 Organization of corporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-2.06 Bylaws
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-2.07 Emergency bylaws
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-2.08 Incorporation by purchasers of property or franchise of corporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Article 3 Purposes and Powers.
- Article 4 Name.
- Article 5 Office and Agent.
- Article 6 Shares and Distributions.
- Division A Shares.
- Division B Issuance of Shares.
- Section 10-2B-6.20 Subscription for shares before incorporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-6.21 Issuance of shares
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-6.22 Liability of shareholders and subscribers
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-6.23 Share dividends
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-6.24 Share options
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-6.25 Form and content of certificates
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-6.26 Shares without certificates
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-6.27 Restriction on transfer of shares and other securities
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-6.28 Expense of issue
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division C Subsequent Acquisition of Shares by Shareholders and Corporation.
- Division D Distributions.
- Article 7 Shareholders.
- Division A Meetings.
- Section 10-2B-7.01 Annual meeting
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.02 Special meeting
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.03 Court-ordered meeting
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.04 Action without meeting
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.05 Notice of meeting
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.06 Waiver of notice
(a) A shareholder may waive any notice required by the Constitution of Alabama of 1901, this chapter, the articles of incorporation, or bylaws before or...
- Section 10-2B-7.07 Record date
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division B Voting.
- Section 10-2B-7.20 Shareholders' list for meeting
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.21 Voting entitlement of shares
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.22 Proxies
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.23 Shares held by nominees
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.24 Corporation's acceptance of votes
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.25 Quorum and voting requirements for voting groups
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.26 Action by single and multiple voting groups
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.27 Greater quorum or voting requirements
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-7.28 Voting for directors; cumulative voting
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division C Voting Trusts and Agreements.
- Article 8 Directors and Officers.
- Division A Board of Directors.
- Section 10-2B-8.01 Requirement for and duties of board of directors
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.02 Qualifications of directors
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.03 Number and election of directors
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.04 Election of directors by certain classes of shareholders
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.05 Terms of directors generally
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.06 Staggered terms for directors
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.07 Resignation of directors
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.08 Removal of directors by shareholders
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.09 Removal of directors by judicial proceeding
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.10 Vacancy on board
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.11 Compensation of directors
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division B Meetings and Actions of the Board.
- Section 10-2B-8.20 Meetings
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.21 Action without meeting
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.22 Notice of meeting
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.23 Waiver of notice
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.24 Quorum and voting
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.25 Committees
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division C Standards of Conduct.
- Division D Officers.
- Section 10-2B-8.40 Required officers
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.41 Duties of officers
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.42 Standards of conduct for officers
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.43 Resignation and removal of officers
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.44 Contract rights of officers
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division E Indemnification.
- Section 10-2B-8.50 Definitions
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.51 Authority to indemnify
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.52 Mandatory indemnification
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.53 Advance for expenses
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.54 Court-ordered indemnification
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.55 Determination and authorization of indemnification
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.56 Indemnification of officers, employees, and agents
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.57 Insurance
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-8.58 Application of indemnification provisions
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division F Directors' Conflicting Interest Transactions.
- Article 10 Amendment of Articles of Incorporation and Bylaws.
- Division A Amendment of Articles of Incorporation.
- Section 10-2B-10.01 Authority to amend articles of incorporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-10.02 Amendment by board of directors
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-10.03 Amendment by board of directors and shareholders
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-10.04 Voting on amendments by voting groups
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-10.05 Amendment before issuance of shares
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-10.06 Articles of amendment
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-10.07 Restated articles of incorporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-10.08 Amendment pursuant to reorganization
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-10.09 Effect of amendment
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division B Amendment of Bylaws.
- Article 11 Merger and Share Exchange.
- Division A Mergers and Share Exchanges with Other Corporations.
- Section 10-2B-11.01 Merger
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-11.02 Share exchange
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-11.03 Action on plan
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-11.04 Merger of subsidiary
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-11.05 Articles of merger or share exchange
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-11.06 Effect of merger or share exchange
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-11.07 Merger or share exchange with foreign corporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-11.08 Merger of limited partnership with corporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Article 12 Sale or Mortgage of Assets.
- Article 13 Dissenters' Rights.
- Division A Right to Dissent and Obtain Payment for Shares.
- Division B Procedure for Exercise of Dissenters' Rights.
- Section 10-2B-13.20 Notice of dissenters' rights
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-13.21 Notice of intent to demand payment
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-13.22 Dissenters' notice
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-13.23 Duty to demand payment
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-13.24 Share restrictions
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-13.25 Offer of payment
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-13.26 Failure to take corporate action
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-13.27 Reserved
Reserved.
- Section 10-2B-13.28 Procedure if shareholder dissatisfied with offer of payment
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division C Judicial Appraisal of Shares.
- Article 14 Dissolution.
- Division A Voluntary Dissolution.
- Section 10-2B-14.01 Dissolution by incorporators or initial directors
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-14.02 Dissolution by board of directors and shareholders
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-14.03 Articles of dissolution
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-14.04 Revocation of dissolution
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-14.05 Effect of dissolution
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-14.06 Known claims against dissolved corporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-14.07 Unknown claims against dissolved corporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division B Administrative Dissolution.
- Division C Judicial Dissolution.
- Section 10-2B-14.30 Grounds for judicial dissolution
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-14.31 Procedure for judicial dissolution
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-14.32 Receivership or custodianship
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-14.33 Decree of dissolution
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-14.34 Election to purchase in lieu of dissolution
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division D Miscellaneous.
- Article 15 Foreign Corporations.
- Division A Certificate of Authority.
- Section 10-2B-15.01 Authority to transact business required
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.02 Consequences of transacting business without authority
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.03 Application for certificate of authority
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.04 Amended certificate of authority
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.05 Effect of certificate of authority
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.06 Corporate name of foreign corporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.07 Registered office and registered agent of foreign corporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.08 Change of registered office or registered agent of foreign corporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.09 Resignation of registered agent of foreign corporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.10 Service on foreign corporation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.11 Out of state business or property of foreign corporation not subject to control or regulation
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.12 Right of eminent domain
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.13 Extension of lines, tracks, ways, or works into state
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Division B Withdrawal.
- Division C Revocation of Certificate of Authority.
- Division D Acting in a Fiduciary Capacity.
- Section 10-2B-15.40 Definitions
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.41 Authority of foreign corporation to act as fiduciary
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.42 Filing of verified statement with Commissioner of Revenue by foreign corporation prior to acting as fiduciary
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.43 Foreign corporation acting as fiduciary not deemed doing business in this state
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.44 Foreign corporation previously acting in fiduciary capacity in state
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Section 10-2B-15.45 Service of process on foreign corporation acting in fiduciary capacity
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
- Article 16 Records and Reports.
- Division A Records.
- Division B Reports.
- Article 17 Application.
Last modified: May 3, 2021