Chapter3A. NONPROFIT CORPORATIONS.  


Article 1. General Provisions.
§ 10-3A-1. Short title.
§ 10-3A-2. Definitions.
§ 10-3A-3. Applicability.
§ 10-3A-4. Purposes.
Article 2. Substantive Provisions.
§ 10-3A-20. General powers.
§ 10-3A-21. Defense of ultra vires.
§ 10-3A-22. Corporate name.
§ 10-3A-23. Registered office and registered agent.
§ 10-3A-24. Change of registered office or registered agent.
§ 10-3A-25. Service of process on corporation.
§ 10-3A-26. Members.
§ 10-3A-27. Bylaws.
§ 10-3A-28. Meetings of members.
§ 10-3A-29. Notice of members' meetings.
§ 10-3A-30. Waiver of notice.
§ 10-3A-31. Voting of members.
§ 10-3A-32. Quorum of members.
§ 10-3A-33. Greater voting requirements.
§ 10-3A-34. Board of directors.
§ 10-3A-35. Number and election of directors; terms; removal from office.
§ 10-3A-36. Vacancies.
§ 10-3A-37. Quorum of directors.
§ 10-3A-38. Committees.
§ 10-3A-39. Place and notice of directors' meetings; committee meetings.
§ 10-3A-40. Action by members or directors without meeting.
§ 10-3A-41. Officers.
§ 10-3A-42. Removal of officers.
§ 10-3A-43. Books and records.
§ 10-3A-44. Shares of stock and dividends prohibited; compensation and benefits permitted.
§ 10-3A-45. Loans to directors and officers prohibited.
Article 3. Formation of Corporations.
§ 10-3A-60. Incorporators.
§ 10-3A-61. Articles of incorporation.
§ 10-3A-62. Filing of articles of incorporation.
§ 10-3A-63. Effect of filing articles of incorporation and issuance of certificate of incorporation.
§ 10-3A-64. Organization meetings.
Article 4. Amendments.
§ 10-3A-80. Right to amend articles of incorporation.
§ 10-3A-81. Procedure to amend articles of incorporation.
§ 10-3A-82. Articles of amendment.
§ 10-3A-83. Filing and effectiveness of articles of amendment.
§ 10-3A-84. Restated articles of incorporation.
Article 5. Merger and Consolidation.
§ 10-3A-100. Procedure for merger.
§ 10-3A-101. Procedure for consolidation.
§ 10-3A-102. Approval of merger or consolidation.
§ 10-3A-103. Articles of merger or consolidation.
§ 10-3A-104. Effect of merger or consolidation.
§ 10-3A-105. Merger or consolidation of domestic and foreign corporations.
Article 6. Sale of Assets.
§ 10-3A-120. Sale, lease, exchange, or mortgage of assets.
Article 7. Dissolution.
§ 10-3A-140. Voluntary dissolution.
§ 10-3A-141. Distribution of assets.
§ 10-3A-142. Plan of distribution.
§ 10-3A-143. Revocation of voluntary dissolution proceedings.
§ 10-3A-144. Articles of dissolution.
§ 10-3A-145. Filing of articles of dissolution.
§ 10-3A-146. Involuntary dissolution.
§ 10-3A-147. Notification to Attorney General.
§ 10-3A-148. Venue and process.
§ 10-3A-149. Jurisdiction of court to liquidate assets and affairs of corporation.
§ 10-3A-150. Procedure in liquidation of corporation by court.
§ 10-3A-151. Qualification of receivers.
§ 10-3A-152. Filing of claims in liquidation proceedings.
§ 10-3A-153. Discontinuance of liquidation proceedings.
§ 10-3A-154. Order of involuntary dissolution.
§ 10-3A-155. Filing of order of dissolution.
§ 10-3A-156. Deposits with State Treasurer.
§ 10-3A-157. Survival of remedy after dissolution.
Article 8. Foreign Corporations.
§ 10-3A-170. Admission of foreign corporation.
§ 10-3A-171. Powers of foreign corporation.
§ 10-3A-172. Corporate name of foreign corporation.
§ 10-3A-173. Application for certificate of authority.
§ 10-3A-174. Filing of application for certificate of authority.
§ 10-3A-175. Effect of certificate of authority.
§ 10-3A-176. Registered office and registered agent of foreign corporation.
§ 10-3A-177. Change of registered office or registered agent of foreign corporation.
§ 10-3A-178. Service of process on foreign corporation.
§ 10-3A-179. Amendment to articles of incorporation of foreign corporation.
§ 10-3A-180. Merger of foreign corporation authorized to conduct affairs in Alabama.
§ 10-3A-181. Amended certificate of authority.
§ 10-3A-182. Withdrawal of foreign corporation.
§ 10-3A-183. Filing of application for withdrawal.
§ 10-3A-184. Revocation of certificate of authority.
§ 10-3A-185. Issuance of certificate of revocation.
§ 10-3A-186. Conducting affairs without certificate of authority.
Article 9. Fees and Charges.
§ 10-3A-200. Fees for filing documents and issuing certificates.
§ 10-3A-201. Miscellaneous charges.
§ 10-3A-202. Penalties for false statements by directors and officers.
Article 10. Miscellaneous Provisions.
§ 10-3A-220. Powers of probate judge and Secretary of State.
§ 10-3A-221. Appeal from probate judge or Secretary of State.
§ 10-3A-222. Certificates and certified copies to be received in evidence.
§ 10-3A-223. Unauthorized assumption of corporate powers.
§ 10-3A-223.1. Applicability to Young Men's Christian Association of Mobile.
§ 10-3A-224. Reservation of power.
§ 10-3A-225. Effect of repeal of prior acts.