Vote Yes for Amendment 9 – Repealing and Replacing Outdated Corporate Legal Laws

Posted on November 1, 2012

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Because a statewide citizen vote about Alabama’s corporate law is a once in a career event for corporate lawyers, the business lawyers of RMLG believe it is important to educate the public about Amendment 9 which is on the ballot this coming election.  All of us are for this amendment, and we hope that you will vote for it as well.

First, by way of background, most state’s corporations are governed by statutes. Indeed you can find Alabama’s corporate statute in Section 10A of the Alabama Code (i.e. the laws passed by the legislature).  This is normal.  What is not normal about Alabama is that we have constitutional provisions that govern corporations as well.  Since the constitution is old, not only is it not normal, it is outdated.  Concepts such as bonded indebtedness are included in the constitution.  No one knows what bonded indebtedness in the corporate context is anymore.

When your business lawyer tells you that there are things in the law that he or she does not understand, this is bad.  Bad business law makes for a bad business environment. Companies change their state domicile needlessly from Alabama to another state because of crazy stuff like this.  Amendment 9 repeals, amends and replaces these old and outdated provisions.  These changes are well overdue.

You should note as well that Amendment 9 does not authorize a new tax.  It includes the authorizing language for a privilege tax that will remain in effect before and after the election regardless of the outcome.  Please do not be fooled by the propaganda being disseminated by certain groups.  It is NOT a tax.  We are lawyers, we care about both legal and political issues, but we do not make political statements on this blog.  If the Amendment were a tax, we would not even mention it here.

Consequently, please vote for Amendment 9 and please tell your friends to vote for Amendment 9 so we can go boldly forward into the twenty first century.

For an explanation of Amendment 9, and all of the state amendments, please look at the PARCA article here: http://parca.samford.edu/parca2/perspective/Statewide%20Amendments.pdf

Brice, Brooke, Elizabeth, John, Mike, Russell and Vaughn

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