10A-5A-1.07
Section 10A-5A-1.07 Application of partnership provisions to limited liability companies; classification
for federal income tax purposes. Subject to Section 10A-5A-3.01: (a) The terms "partnership"
and "limited partnership," when used in any chapter or title other than the Alabama
Limited Liability Company Law of 2014, the Alabama General Partnership Law, and the Alabama
Limited Partnership Law, and any successors of those laws, include a limited liability company
organized under this chapter, unless the context requires otherwise. (b) Notwithstanding subsection
(a), for purposes of taxation, other than Chapter 14A of Title 40, a limited liability company
or foreign limited liability company shall be treated as a partnership unless it is classified
otherwise for federal income tax purposes, in which case it shall be classified in the same
manner as it is for federal income tax purposes. (Act 2014-144, p. 265, §1; Act 2015-165,
§1.)...
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10A-8A-11.08
Section 10A-8A-11.08 Taxation of limited liability partnership. A limited liability partnership
and a foreign limited liability partnership shall be taxed as a partnership in accordance
with Section 40-18-24, as amended from time to time, will file partnership returns as required
by Section 40-18-28, as amended from time to time, and shall for all other tax purposes be
taxed as a partnership, all being subject to the limited liability partnership and a foreign
limited liability partnership maintaining its status as a partnership under federal income
tax law. (Act 2018-125, §7.)...
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10A-1-7.21
Section 10A-1-7.21 Transaction of business without registration; generally. (a) A foreign entity
transacting business in this state, except a corporation or other organization formed pursuant
to federal law, may not maintain any action, suit, or proceeding in any court of this state
until it has registered in this state. (b) The failure of a foreign entity to register in
this state does not impair the validity of any contract or act of the foreign entity or prevent
the foreign entity from defending any action, suit, or proceeding in any court of this state.
(c) A foreign entity, by transacting business in this state without registration, shall be
deemed to consent to service of process with respect to causes of action arising out of business
transacted in this state, or to service of any notice or demand required or permitted by law,
by registered mail addressed to the foreign entity at the office required to be maintained
in the state or other jurisdiction where it is organized, or,...
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10A-1-5.07
Section 10A-1-5.07 Name of registered limited liability partnership. The name of a limited
liability partnership or a foreign limited liability partnership registered to transact business
in this state shall contain the words "Limited Liability Partnership" or the abbreviation
"L.L.P." or "LLP". (Acts 1996, No. 96-528, p. 685, §1; §10-8A-1002;
amended and renumbered by Act 2009-513, p. 967, §36; Act 2018-125, §1.)...
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10A-1-5.05
Section 10A-1-5.05 Name of limited partnership. (a) The name of a limited partnership or a
foreign limited partnership registered to transact business in this state may contain the
name of any partner. (b) The name of a limited partnership that is not a limited liability
limited partnership must contain the phrase "limited partnership" or "Limited,"
or the abbreviation "L.P.," "LP," or "Ltd." and must not contain
the phrase "limited liability limited partnership" or the abbreviation "LLLP"
or "L.L.L.P." (c) The name of a limited liability limited partnership must contain
the phrase "limited liability limited partnership" or the abbreviation "LLLP"
or "L.L.L.P." and must not contain the abbreviation "L.P.," "LP,"
or "Ltd." (d) Subject to Section 10A-1-7.07, this section applies to any foreign
limited partnership transacting business in this state, having a certificate of authority
to transact business in this state, or applying for a certificate of authority. (e) The name
of a limited...
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10A-5A-12.03
Section 10A-5A-12.03 Interstate application. A limited liability company formed and existing
under this chapter may conduct its activities and affairs, carry on its operations, and have
and exercise the powers granted by this chapter in any state, foreign country, or other jurisdiction.
(Act 2014-144, p. 265, §1.)...
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22-21-33
Section 22-21-33 Penalties for operation of or referring persons to unlicensed hospital. (a)(1)
Any individual, association, corporation, partnership, limited liability company, or other
business entity who operates or causes to be operated a hospital of any kind as defined in
this article or any rules promulgated hereunder, without having been granted a license by
the State Board of Health shall be guilty of a Class B misdemeanor upon conviction, except
that any individual, association, corporation, partnership, limited liability company, or
other business entity who operates or causes to be operated a hospital of any kind as defined
in this article or any rules promulgated hereunder without having been granted a license by
the State Board of Health shall be guilty of a Class A misdemeanor upon conviction of a second
or any subsequent offense. (2) The State Board of Health, upon determination that a facility
or business is operating as a hospital, within the meaning of this article or...
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10A-1-3.07
Section 10A-1-3.07 Certificate of existence or registration. Unless provided otherwise in a
chapter of this title governing an entity: (a) The Secretary of State, upon request and payment
of the requisite fee, shall furnish to any person a certificate of existence for a filing
entity if the filing instruments filed with the Secretary of State show that the filing entity
has been formed under the laws of this state. A certificate of existence shall reflect only
the information on file with the Secretary of State. A certificate of existence must state:
(1) the filing entity's name; (2) that the filing entity was formed under the laws of this
state and the date of formation; (3) whether the filing entity has delivered to the Secretary
of State for filing a certificate of dissolution; (4) whether the filing entity has delivered
to the Secretary of State for filing a certificate of reinstatement; (5) the unique identifying
number or other designation of the filing entity as assigned by the...
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10A-9A-1.06
Section 10A-9A-1.06 Governing law. (a) The law of this state governs: (1) the organization
and internal affairs of a limited partnership; (2) the liability of a partner as a partner
for the debts, obligations, or other liabilities of a limited partnership; and (3) the authority
of the partners of a limited partnership. (b) The law of the state or other jurisdiction under
which a foreign limited partnership is formed governs: (1) the organization and internal affairs
of a foreign limited partnership; (2) the liability of a partner as a partner for the debts,
obligations, or other liabilities of a foreign limited partnership; and (3) the authority
of the partners of a foreign limited partnership. (Act 2016-379, §1.)...
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10A-9A-10.01
Section 10A-9A-10.01 Definitions. Notwithstanding Section 10A-1-1.03, as used in this article,
unless the context otherwise requires, the following terms mean: (1) "CONSTITUENT LIMITED
PARTNERSHIP" means a constituent organization that is a limited partnership. (2) "CONSTITUENT
ORGANIZATION" means an organization that is party to a merger under this article. (3)
"CONVERTED ORGANIZATION" means the organization into which a converting organization
converts pursuant to this article. (4) "CONVERTING LIMITED PARTNERSHIP" means a
converting organization that is a limited partnership. (5) "CONVERTING ORGANIZATION"
means an organization that converts into another organization pursuant to this article. (6)
"GENERAL PARTNER" means a general partner of a limited partnership. (7) "GOVERNING
STATUTE" of an organization means the statute that governs the organization's internal
affairs. (8) "ORGANIZATION" means a general partnership, including a limited liability
partnership; limited partnership,...
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