SB128 Alabama 2011 Session

Summary

Primary Sponsor

Cam Ward

Republican

Co-Sponsors

Ben H. BrooksTrip PittmanJimmy HolleyGerald O. DialTom Whatley

Session

Regular Session 2011

Title

Private corporations, railroads, canals, constitutional provisions in Article XII, Constitution of Alabama of 1901, amended and repealed, Sections 229, 240 (Recompiled Constitution of Alabama of 1901 as amended), am'd., Sections 230, 231, 232, 233, 234, 236, 237, 243, 244, 245, 246 (Recompiled Constitution of Alabama of 1901, as amended), repealed, const. amend.

Summary

SB128 would rewrite Alabama’s Article XII to move private corporate regulation to general laws, create a franchise tax on business activity, limit stockholder liability, and repeal several existing provisions about private corporations and railroads.

What This Bill Does

It would replace current Section 229 to require the Legislature to pass general laws governing the organization, regulation, and dissolution of corporations and other entities, and to impose a franchise tax based on capital stock; some benevolent, educational, or religious organizations and certain Home Owners' Loan Act associations would be exempt from the tax on withdrawable shares. It would amend Section 240 to allow all corporations to sue and be sued like natural persons, with stockholders limited to liability only for their unpaid stock. It would repeal multiple sections (230, 231, 232, 233, 234, 236, 237, 243, 244, 245, 246) related to private corporations and railroads, removing several existing restrictions; some related sections would remain unchanged.

Who It Affects

• Corporations and other entities in Alabama, which would be governed by general laws rather than charter-specific rules and would be subject to a state franchise tax on doing business or being organized.
• Stockholders of corporations, who would no longer face personal liability beyond the unpaid stock they own.
• Benevolent, educational, or religious organizations and certain federal/Home Owners' Loan Act associations, which would be exempt from the franchise tax on withdrawable shares.

Key Provisions

• Amends Section 229 to require general laws for organizing, regulating, and taxing corporations and other entities, including a franchise tax proportional to capital stock, with specific exemptions for certain organizations.
• Amends Section 240 to grant corporations the right to sue and be sued like natural persons and to limit stockholder liability to unpaid stock; repeals Sections 230, 231, 232, 233, 234, 236, 237, 243, 244, 245, and 246, which address various restrictions on private corporations and railroads.

AI-generated summary using openai/gpt-5-nano on Feb 25, 2026. May contain errors — refer to the official bill text for accuracy.

Subjects

Constitutional Amendments