Section 10-3A-2

Definitions.

As used in this chapter, the following terms shall have the following meanings, respectively, unless the context otherwise requires:

(1) ARTICLES OF INCORPORATION. The original or restated articles of incorporation or articles of consolidation and all amendments thereto, including articles of merger.

(2) BOARD OF DIRECTORS. The group of persons vested with the management of the affairs of the corporation irrespective of the name by which such group is designated.

(3) BYLAWS. The code or codes of rules adopted for the regulation or management of the affairs of the corporation irrespective of the name or names by which such rules are designated.

(4) CERTIFICATION. Duly authenticated by the proper officer of the state or county under the laws of which a domestic or foreign nonprofit corporation is incorporated.

(5) CORPORATION OR DOMESTIC CORPORATION. A nonprofit corporation subject to the provisions of this chapter, except a foreign corporation.

(6) FOREIGN CORPORATION. A nonprofit corporation organized under laws other than the laws of Alabama.

(7) INSOLVENT. Inability of a corporation to pay its debts as they become due in the usual course of its affairs.

(8) MEMBER. One having membership rights in a corporation in accordance with the provisions of its articles of incorporation or bylaws. A member may be a natural person, a partnership, a professional association or professional corporation, a corporation for profit or a nonprofit corporation.

(9) NONPROFIT CORPORATION. A corporation no part of the income or profit of which is distributable to its members, directors or officers.

(10) PROBATE JUDGE. The probate judge of the county in which the corporation's articles of incorporation are filed or, in the case of corporations existing on January 1, 1985, the corporation's articles of incorporation were filed, unless otherwise provided in this chapter.

(11) VERIFIED. Supported by an affidavit or oath confirming the correctness, truth or authenticity of the matter set forth therein.

(Acts 1984, No. 84-290, p. 502, §2.)