Alabama § 11-92C-5 - Amendments to Certificate of Incorporation.

§ 11-92C-5. Amendments to Certificate of Incorporation.

(a) The certificate of incorporation of an authority incorporated under this chapter may at any time and from time to time be amended in the manner provided in this section. The board shall first adopt a resolution proposing an amendment to the certificate of incorporation which shall set forth in full in the resolution. The amendment may include any matters which might have been included in the original certificate of incorporation.

(b) After the adoption by the board of a resolution proposing an amendment to the certificate of incorporation of an authority, the chair of the board and the secretary of the authority shall sign and file a written application in the name of and on behalf of the authority, under its seal, with the governing body of the authorizing subdivision, requesting the governing body to adopt a resolution approving the proposed amendment, and accompanied by a certified copy of the resolution adopted by the board proposing the amendment to the certificate of incorporation, together with documents in support of the application as the chair may consider appropriate. As promptly as may be practicable after the filing of the application with the governing body of the authorizing subdivision pursuant to this subsection, the governing body shall review the application and shall adopt a resolution either denying the application or authorizing the proposed amendment. The governing body shall also cause to be made a part of the minutes of the meeting of the governing body at which final action upon the application is taken.

(c) Within 40 days following the adoption by the governing body of the authorizing subdivision of a resolution approving the proposed amendment, the chair of the board of the authority and the secretary of the authority shall sign and file a certificate for record in the office of the judge of probate of the county of incorporation in the name of and on behalf of the authority under its seal reciting the adoption of the respective resolutions by the board and by the governing body and setting forth the proposed amendment. The judge of probate for the county shall record the certificate in an appropriate book in his or her office. When the certificate has been filed and recorded, the amendment shall become effective and the certificate of incorporation shall be amended to the extent provided in the amendment. No certificate of incorporation of the authority shall be amended except in the manner provided in this section.