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Alabama · Through Act 2026-611

Ala. Code § 10A-1-3.21: Rights of Governing Persons in Certain Cases.

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Where this section sits in the code
  1. Title 10A Alabama Business and Nonprofit Entities Code.
  2. Chapter 1 General Provisions.
  3. Article 3 Formation and Governance.
  4. Division C Governing Persons and Officers.

(a) In discharging a duty or exercising a power, a governing person, including a governing person who is a member of a committee, in good faith and with ordinary care, may rely on information, opinions, reports, or statements, including financial statements and other financial data, concerning a domestic entity or another person and prepared or presented by:

(1) an officer or employee of the entity;

(2) legal counsel;

(3) a public accountant or certified public accountant;

(4) an investment banker;

(5) a person who the governing person reasonably believes possesses professional expertise in the matter; or

(6) a committee of the governing authority of which the governing person is not a member.

(b) A governing person may not in good faith rely on the information described by subsection (a) if the governing person has knowledge of a matter that makes the reliance unwarranted.

(c) A governing person held liable on a claim is entitled to contribution from each of the other governing persons held liable on the same claim, as appropriate to achieve equity.

Collected 2026-09-03T14:01:53Z. Source file · JSON

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