From and after the validation effective time, and without regard to the 120-day period during which a claim may be brought under Section 10A-2A-1.52:
(a) Each defective corporate action ratified in accordance with Section 10A-2A-1.47 shall not be void or voidable as a result of the failure of authorization identified in the action taken under Section 10A-2A-1.47(a) or (b) and shall be deemed a valid corporate action effective as of the date of the defective corporate action;
(b) The issuance of each share of putative stock or fraction of a share of putative stock purportedly issued pursuant to a defective corporate action identified in the action taken under Section 10A-2A-1.47 shall not be void or voidable, and each such share of putative stock or fraction of a share of putative stock shall be deemed to be an identical share of stock or fraction of a valid share of stock as of the time it was purportedly issued; and
(c) Any corporate action taken subsequent to the defective corporate action ratified in accordance with this Division D of Article 1 in reliance on such defective corporate action having been validly effected and any subsequent defective corporate action resulting directly or indirectly from such original defective corporate action shall be valid as of the time taken.
Structure Code of Alabama
Title 10A - Alabama Business and Nonprofit Entities Code.
Chapter 2A - Alabama Business Corporation Law.
Article 1 - General Provisions.
Division D - Ratification of Defective Corporate Actions.
Section 10A-2A-1.45 - Definitions.
Section 10A-2A-1.46 - Defective Corporate Actions.
Section 10A-2A-1.47 - Ratification of Defective Corporate Actions.
Section 10A-2A-1.48 - Action on Ratification.
Section 10A-2A-1.49 - Notice Requirements.
Section 10A-2A-1.50 - Effect of Ratification.
Section 10A-2A-1.51 - Filings.
Section 10A-2A-1.52 - Judicial Proceedings Regarding Validity of Corporate Actions.