(a) District management corporations provided for in this article shall be incorporated under the Alabama Nonprofit Corporation Act, Chapter 3 of Title 10A, and shall exercise their powers in a manner consistent with that law.
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Terms Used In Alabama Code 11-54B-89

  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Appropriation: The provision of funds, through an annual appropriations act or a permanent law, for federal agencies to make payments out of the Treasury for specified purposes. The formal federal spending process consists of two sequential steps: authorization
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • following: means next after. See Alabama Code 1-1-1
  • Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
  • Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
  • property: includes both real and personal property. See Alabama Code 1-1-1
  • state: when applied to the different parts of the United States, includes the District of Columbia and the several territories of the United States. See Alabama Code 1-1-1
  • year: means a calendar year; but, whenever the word "year" is used in reference to any appropriations for the payment of money out of the treasury, it shall mean fiscal year. See Alabama Code 1-1-1
(b) To qualify for designation by ordinance to manage a self-help business improvement district, the articles of incorporation of a proposed district management corporation shall provide all of the following:

(1) A board of directors, numbering no fewer than three and no more than 13, shall manage the property, business, and affairs of the corporation.
(2) The names and addresses of the initial members of the board of directors.
(3) The initial members of the board shall be divided into three groups that are as equal in number as is possible, with those groups serving initial terms of one, two, and three years respectively, and all directors thereafter elected serving for a term of three years, provided that the district is renewed pursuant to Section 11-54B-97.
(4) The members of the board of directors elected after the expiration of the initial terms set forth in subdivision (3) shall be elected by a majority vote of the district members after notice by first class mail.
(5) A majority of the board of directors shall be district members.
(6) Bylaws shall be adopted providing for officers of the corporation consistent with Chapter 3 of Title 10A, including their qualifications, appointment, and terms.
(7) No funds received by the corporation from assessments on the district members shall be expended except in accordance with the budget adopted or amended under the provisions of this article.
(8) Vacancies on the board of directors resulting from death, resignation, or removal shall be filled by the remaining members of the board of directors for the unexpired portion of the term.
(9) At least once a year after creation of the district, the corporation shall hold a general membership and public meeting appropriately advertised in at least three public places within the district area and on the district’s website.
(10) The corporation shall receive written suggestions from businesses in the district at any time.
(11) Municipal representatives designated by the mayor and by the governing body of the municipality shall be authorized to attend and participate in regular and called meetings of the board of directors, but shall not vote on any matters considered by directors.
(12) No amendment to the articles of incorporation or any bylaws shall be effective unless approved by the board of directors.
(13) A director shall receive no compensation for his or her service as a director, but shall be entitled to receive reimbursement for expenses actually incurred in the performance of his or her duties as approved by the board.
(14) Upon dissolution, or upon any withdrawal of the designation as the district management corporation, all interests in and title to funds held by or for the corporation, and all property of the corporation shall be transferred and assigned to a successor district management corporation, or if no successor district management corporation exists, to the general fund of the municipality for use in funding the programs as the board of directors of the district management corporation shall direct and designate.
(c) The district management corporation may do all things necessary to implement its purposes, including, but not limited to, the following:

(1) Adopt bylaws for the regulation of its affairs and the conduct of its business and prescribe rules, regulations, and policies in connection with the performance of its functions and duties.
(2) Employ individuals as may be required and fix and pay their compensation from funds available to the corporation.
(3) Apply for, accept, administer, and comply with the requirements respecting an appropriation of funds or a gift, grant, or donation of property or money.
(4) Enter into contracts as may be necessary or convenient to the exercise of the powers and functions of the corporation, including contracts with any individual, firm, corporation, governmental agency, or other entity.
(5) Administer and manage corporate funds and accounts and pay corporate obligations.
(6) Borrow money from private lenders or from governmental entities.
(7) Enforce the conditions of any loan, grant, sale, or lease made by the corporation.
(8) Provide security, sanitation, and other services to the district supplemental to those provided by the municipality.
(9) Advertise the district and businesses included within the district.
(10) Recruit new businesses to fill vacancies in the district.
(11) Organize and promote special events in the district.
(12) Provide special parking arrangements or manage ongoing parking programs for the district.
(13) Participate in other governmental programs that are qualified and included in its approval plan.
(14) Undertake other activities or initiatives within the district as the board of directors of the district management corporation deem appropriate.
(d) The nonprofit corporation designated as a district management corporation under this article shall be exempt from the state corporate income tax, corporate franchise tax, and permit fee, and from state, county, and municipal sales, use, license, gross receipts, and ad valorem taxes.
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