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10A-5-7.04
Section 10A-5-7.04 Survival of remedy after dissolution. REPEALED IN THE 2014 REGULAR
SESSION BY ACT 2014-144 EFFECTIVE JANUARY 1, 2017. (a) A dissolved limited liability company
continues its existence but may not carry on any business except that necessary or appropriate
to wind up and liquidate its business and affairs. (b) Dissolution of a limited liability
company does not: (1) Transfer title to the limited liability company assets. (2) Terminate
or suspend a proceeding pending by or against the limited liability company on the effective
date of dissolution. (3) Terminate the authority of the registered agent of the limited liability
company. (Acts 1993, No. 93-724, p. 1425, §40; §10-12-40; amended and renumbered by Act
2009-513, p. 967, §236.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5-7.04.htm - 1K - Match Info - Similar pages
19-3B-816
Section 19-3B-816 Specific powers of trustee. (a) Without limiting the authority conferred
by Section 19-3B-815, a trustee may: (1) collect trust property and accept or reject
additions to the trust property from a settlor or any other person, including, but not being
limited to, the authority to receive, collect, hold, and retain common or preferred stock
or other interests in the trustee or any related party; (2) acquire or sell property, for
cash or on credit, at public or private sale; (3) exchange, partition, or otherwise change
the character of trust property; (4) deposit trust money in an account in a regulated financial-service
institution; (5) borrow money, with or without security, and mortgage or pledge trust property
for a period within or extending beyond the duration of the trust; (6) with respect to an
interest in a proprietorship, partnership, limited liability company, business trust, corporation,
or other form of business or enterprise, continue the business or other...
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10A-1-1.06
Section 10A-1-1.06 Synonymous terms. To the extent not inconsistent with the Constitution
of Alabama of 1901, and other statutes of this state wherein the terms may be found, and as
the context requires, in this title or any other statute of this state: (1) a reference to
certificate of formation includes, in the case of a corporation, articles of incorporation,
certificate of incorporation, and charter; in the case of limited partnership, a certificate
of limited partnership and a certificate of formation; in the case of a limited liability
company, certificate of formation and articles of organization; and in the case of a business
trust or a real estate investment trust, declaration of trust and, similarly, a reference
to articles of incorporation, certificate of incorporation, charter, certificate of limited
partnership, or articles of organization includes a certificate of formation; (2) a reference
to articles of dissolution includes statement of dissolution and certificate of...
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27-31B-2
Section 27-31B-2 Definitions. As used in this chapter, the following terms shall have
the following meanings, unless the context clearly indicates otherwise: (1) AFFILIATED COMPANY.
Any company in the same corporate system as a parent, an industrial insured, or a member organization
by virtue of common ownership, control, operation, or management. (2) ALIEN CAPTIVE INSURANCE
COMPANY. Any insurance company formed to write insurance business for its parents and affiliates
and licensed pursuant to the laws of an alien jurisdiction which imposes statutory or regulatory
standards in a form acceptable to the commissioner on companies transacting the business of
insurance in that jurisdiction. (3) ASSOCIATION. Any legal association of individuals, corporations,
limited liability companies, partnerships, associations, or other entities whereby either
of the following exists: a. The member organizations of which, or the association itself,
whether or not in conjunction with some or all of the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/27-31B-2.htm - 10K - Match Info - Similar pages
5-11A-4
Section 5-11A-4 Use of word "trust" in designation or name of entity. Except
in the case of any entity which is organized and operating under the laws of Alabama, other
states, or the United States as a trust company or as a combined bank and trust company and
which has complied with the requirements of Sections 5-11A-1 and 5-11A-3 or with similar laws
of other states or of the United States, no firm, partnership, limited liability company,
corporation, or other entity shall use the word "trust" or a word or words of similar
meaning in any foreign language as a part of its designation or name or in connection with
its business if such use of the word "trust" or word or words of similar meaning
in any foreign language is likely to give the impression that the entity is lawfully organized
and operating as a bank or trust company or would otherwise mislead or confuse the public
regarding the lawful business of the entity. Any violation of this section shall subject
the party chargeable...
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10A-5-8.01
Section 10A-5-8.01 Special rules for limited liability companies performing professional
services. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144 EFFECTIVE JANUARY 1, 2017.
(a) A limited liability company shall have the power to render professional services if each
member or employee who renders professional services in Alabama is licensed or registered
to render those professional services pursuant to applicable Alabama law and if the limited
liability company complies with the limitations of this section. (b) Every individual
who renders professional services as a member or as an employee of a limited liability company
shall be liable for any negligent or wrongful act or omission in which the individual personally
participates to the same extent the individual would be liable if the individual rendered
the services as a sole practitioner. (c) The personal liability of a member, manager, or other
employee of any limited liability company engaged in providing professional...
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40-18-86
Section 40-18-86 Sale or transfer of real property and associated tangible property
by nonresidents. (a) As used in this section, the term nonresident of Alabama shall
include individuals, trusts, partnerships, corporations, and unincorporated organizations.
Any seller or transferor who meets all of the following conditions and who provides the buyer
or transferee with an affidavit signed under oath swearing or affirming that all of the following
conditions are met will be deemed a resident for purposes of this section: (1) The
seller or transferor has filed Alabama income tax returns or appropriate extensions have been
received for the two income tax years immediately preceding the year of sale. (2) The seller
or transferor is in business in Alabama and will continue substantially the same business
in Alabama after the sale or the seller or transferor has real property remaining in the state
at the time of closing of equal or greater value than the withholding tax liability as...
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10A-8A-1.08
Section 10A-8A-1.08 Effect of partnership agreement; nonwaivable provisions. (a) Except
as otherwise provided in subsections (b) and (c): (1) the partnership agreement governs relations
among the partners as partners and between the partners and the partnership; and (2) to the
extent the partnership agreement does not otherwise provide for a matter described in subsection
(a)(1), this chapter governs the matter. (b)(1) To the extent that, at law or in equity, a
partner or other person has duties, including fiduciary duties, to a partnership or to another
partner or to another person that is a party to or is otherwise bound by a partnership agreement,
the partner's or other person's duties may be expanded or restricted or eliminated by provisions
in a written partnership agreement, but the implied contractual covenant of good faith and
fair dealing may not be eliminated. (2) A written partnership agreement may provide for the
limitation or elimination of any and all liabilities for...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-8A-1.08.htm - 5K - Match Info - Similar pages
10A-8A-9.08
Section 10A-8A-9.08 Filings required for merger; effective date. (a) After each constituent
organization has approved the plan of merger, a statement of merger must be signed on behalf
of: (1) each constituent partnership, as provided in Section 10A-8A-2.03(a); and (2)
each other constituent organization, as provided by its governing statute. (b) A statement
of merger under this section must include: (1) the name, type of organization, and
mailing address of the principal office of each constituent organization, the jurisdiction
of the governing statute of each constituent organization, and the respective unique identifying
numbers or other designations as assigned by the Secretary of State, if any, of each constituent
organization; (2) the name, type of organization, and mailing address of the principal office
of the surviving organization, the unique identifying number or other designation as assigned
by the Secretary of State, if any, of the surviving organization, the jurisdiction...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-8A-9.08.htm - 5K - Match Info - Similar pages
40-23-260
Section 40-23-260 Program established; definitions; informational reports; Wholesale
and Distributor Reporting Advisory Group. (a) This article shall establish the Wholesale to
Retail Accountability Program or "WRAP". (b) For the purpose of this article, the
following words shall have the following meanings: (1) DEPARTMENT. The State Department of
Revenue. (2) LICENSED BEER OR WINE DISTRIBUTOR. A distributor, as licensed by the Alabama
Alcoholic Beverage Control Board, selling or distributing beer or wine in this state. (3)
PERSON. Any individual, firm, partnership, association, corporation, limited liability company,
receiver, trustee, or any other entity. (4) RETAILER. A person or group of persons that have
a relationship with each other as defined in Section 267(b) of the federal Internal
Revenue Code whose primary business is the sale of tangible personal property at retail, including
supporting operations such as warehousing, shipping, and storage of product, and who holds
a...
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