Alabama · Chapter NP
Alabama Nonprofit Corporation Law (Ala. Code Title 10A Ch. 3) — Plain-English Summary
Every section of this body of law translated into plain English for Alabama board members and homeowners.
General provisions
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§10A-3-1.01
Names this chapter. The Alabama Homeowners' Association Act requires an HOA created on or after January 1, 2016 to organize as a nonprofit corporation under …
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§10A-3-1.02
Defines the corporate words this chapter uses. In an HOA, membership is typically automatic with lot ownership under the declaration; the declaration and thi…
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§10A-3-1.03
This chapter applies to nonprofit corporations organized under it. A post-2015 Alabama HOA must be organized here (§35-20-5). Condo associations often incorp…
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§10A-3-1.04
A nonprofit corporation may be organized for any lawful purpose not forbidden to nonprofits. An association's purpose is typically operating the community un…
Members and directors
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§10A-3-2.01
A nonprofit may have one or more classes of members, or none. If it has members, the classes, qualifications, and rights must be in the governing documents. …
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§10A-3-2.02
Unless the board holds the meeting solely by remote communication as this section allows, member meetings may be held in or out of Alabama as the bylaws prov…
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§10A-3-2.03
Unless the governing documents provide otherwise, notice of a members' meeting stating the place (if any), day, and hour — and for a special meeting, the pur…
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§10A-3-2.04
A member may waive notice in writing. Attendance waives objection to notice unless the member objects at the beginning of the meeting to holding it.
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§10A-3-2.05
Members vote as the governing documents provide, including by proxy unless the documents forbid it. If there are no members, or members have no vote, the dir…
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§10A-3-2.06
The bylaws may set the member quorum. If they are silent, members holding one-tenth of the votes entitled to be cast on the matter, present in person or by p…
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§10A-3-2.07
The certificate of formation or bylaws may require a greater vote than this chapter's defaults. An HOA declaration's allocated-interest or supermajority rule…
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§10A-3-2.08
The property, business, and affairs of a nonprofit corporation are managed by a board of directors. That is the corporate home of an HOA or condo board; Chap…
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§10A-3-2.09
There must be at least one director. Number, terms, and manner of election are set by the certificate of formation and bylaws. A director is removed by whate…
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§10A-3-2.10
A vacancy, including one from an increase in the number of directors, may be filled by a majority of the remaining directors even if they are less than a quo…
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§10A-3-2.11
A majority of the number of directors fixed by the bylaws (or stated in the certificate of formation) is a quorum unless the governing documents provide othe…
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§10A-3-2.12
The board may designate committees of directors as this section and the governing documents allow. A committee may exercise board authority to the extent the…
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§10A-3-2.13
Board and committee meetings may be held as the bylaws provide. Notice of directors' meetings follows the bylaws; this section supplies the default when the …
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§10A-3-2.14
Any action that this title or this chapter requires or permits at a meeting of members, directors, or a committee may be taken without a meeting if a written…
Officers
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§10A-3-2.21
A nonprofit corporation has the officers described in its governing documents or appointed by the board. Condo bylaws must provide for a president, treasurer…
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§10A-3-2.22
An officer may be removed as the governing documents and this section provide, typically by the board, without prejudice to contract rights.
Bylaws; books and records
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§10A-3-2.31
The board adopts and may amend the bylaws unless the governing documents reserve that power to the members. Bylaws may contain any provision for managing the…
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§10A-3-2.32
Each nonprofit must keep correct books and records of account, minutes of member, board, and committee proceedings, and at its registered or principal office…
Formation
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§10A-3-3.01
One or more persons may incorporate a nonprofit under this chapter by delivering a certificate of formation to the Secretary of State as Title 10A and this a…
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§10A-3-3.02
In addition to Title 10A's general certificate contents, a nonprofit formed under this chapter must set forth the supplemental items this section lists, incl…
Frequently asked about Chapter NP
- What is Alabama Chapter NP?
- Alabama Chapter NP — the Alabama Nonprofit Corporation Law (Ala. Code Title 10A Ch. 3) — is the body of law that governs how every Alabama nonprofit corporation is structured, operated, and held accountable. It covers governance, voting, records, assessments, fining, and most of the day-to-day legal questions a board will face.
- How many sections are in Chapter NP?
- Chapter NP contains 24 sections in this reference. Each is summarized in plain English on its own page, with links to the official text at alison.legislature.state.al.us.
- Is the summary on this site legal advice?
- No. These pages are plain-English summaries prepared by SoShiny for board members and managers. For binding legal advice or interpretation of how a section applies to your specific situation, consult a Alabama-licensed attorney.
- How often does Alabama Chapter NP change?
- The Alabama Legislature can amend any chapter in any session. We update these summaries when we re-import the official text — see the 'Last updated' date on each section page.
- Does SoShiny enforce Chapter NP for me?
- No software 'enforces' a statute — but SoShiny is built around it. Voting, meeting minutes, records access, fining workflow, and audit trails are designed to meet this body of law's requirements out of the box, so the board can demonstrate good-faith compliance if challenged.
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