Section 10-2A-301 "Close corporation" defined; contents of articles of incorporation; number of shareholders. - Alabama Statutes

Section 10-2A-301

"Close corporation" defined; contents of articles of incorporation; number of shareholders.

(a) A close corporation is a corporation organized under this chapter whose articles of incorporation contain the provisions required by Section 10-2A-91 and, in addition, provide that:

(1) The corporation is a close corporation authorized by this article;

(2) All of the issued shares of all classes shall be subject to one or more of the restrictions on transfer permitted by Section 10-2A-41; and

(3) For purposes of determining the number of holders of record of the stock of a close corporation, stock which is held in joint or common tenancy or by the entireties shall be treated as held by one shareholder.

(b) The articles of incorporation of a close corporation may set forth the qualifications of shareholders, either by specifying classes of persons who shall be entitled to be holders of record of shares of any class, or by specifying classes of persons who shall not be entitled to be holders of shares of any class or both.

(c) All of the corporation's issued shares of all classes, exclusive of treasury shares, shall be held of record by not more than a specified number of persons, not exceeding 30.

(Acts 1980, No. 80-633, p. 1094, §162.)