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10A-10-1.15
Section 10A-10-1.15 Merger. (a) For purposes of this section, the following words
shall have the respective meanings ascribed to them: (1) ALABAMA REAL ESTATE INVESTMENT TRUST.
A real estate investment trust organized in compliance with the provisions of this chapter.
(2) BUSINESS TRUST. a. An entity described in Section 10A-16-1.01. b. An unincorporated
trust or association, including an Alabama real estate investment trust, a common-law trust,
or a Massachusetts trust, which is engaged in business and in which property is acquired,
held, managed, administered, controlled, invested, or disposed of for the benefit and profit
of any person who may become a holder of a transferable unit of beneficial interest in the
trust. (3) DOMESTIC LIMITED LIABILITY COMPANY. A limited liability company as defined under
the Alabama Limited Liability Company Law. (4) DOMESTIC LIMITED PARTNERSHIP. A limited partnership
as defined under the Alabama Limited Partnership Law. (5) FOREIGN BUSINESS TRUST. A...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-10-1.15.htm - 10K - Match Info - Similar pages
10A-2-10.02
Section 10A-2-10.02 Amendment by board of directors. REPEALED IN THE 2019 REGULAR SESSION
BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. Unless
the articles of incorporation provide otherwise, a corporation's board of directors may adopt
one or more amendments to the corporation's articles of incorporation without shareholder
action: (1) To extend the duration of the corporation if it was incorporated at a time when
limited duration was required by law; (2) To delete the names and addresses of the initial
directors; (3) To delete the name and address of the initial registered agent or registered
office, if a statement of change is on file with the Secretary of State; (4) To change each
issued and unissued authorized share of an outstanding class into a greater number of whole
shares if the corporation has only shares of that class outstanding; (5) To change the corporate
name by substituting the word "corporation," or "incorporated," or an...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-10.02.htm - 1K - Match Info - Similar pages
10A-9A-8.06
Section 10A-9A-8.06 Known claims against dissolved limited partnership. Notwithstanding
Sections 10A-1-9.01 and 10A-1-9.21: (a) A dissolved limited partnership may dispose of any
known claims against it by following the procedures described in subsection (b) at any time
after the effective date of the dissolution of the limited partnership. (b) A dissolved limited
partnership may give notice of the dissolution in a record to the holder of any known claim.
The notice must: (1) identify the dissolved limited partnership; (2) describe the information
required to be included in a claim; (3) provide a mailing address to which the claim is to
be sent; (4) state the deadline, which may not be fewer than 120 days from the effective date
of the notice, by which the dissolved partnership must receive the claim; (5) state that if
not sooner barred, the claim will be barred if not received by the deadline; and (6) unless
the limited partnership has been throughout its existence a limited liability...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-9A-8.06.htm - 2K - Match Info - Similar pages
9-14E-1
Section 9-14E-1 Definitions. The following terms as used in this section shall
have the following meanings: (1) DEPARTMENT. The Department of Conservation and Natural Resources.
(2) GOVERNOR. The Governor of the State of Alabama. (3) GROUND LEASE. A lease of the project
site which shall provide for the rights and responsibilities of the state and any other person
which is a party thereto. (4) GULF STATE PARK. The real property comprising approximately
6,150 acres, and any future additions thereto, including facilities and fixtures located thereon
and appurtenances thereto, owned and managed by the state and the department in south Baldwin
County, Alabama. (5) GULF STATE PARK PROJECT COMMITTEE. The committee established pursuant
to subsection (d) of Section 9-14E-5. (6) PARTY TO AN EXECUTED PROJECT AGREEMENT. The
state or any person who is a party to and is obligated to the state under a project agreement,
or any part thereof. (7) PERSON. Any private person or any public person. (8)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/9-14E-1.htm - 4K - Match Info - Similar pages
10A-1-7.22
Section 10A-1-7.22 Transaction of business without registration; actions to restrain.
(a) The failure of a foreign filing entity to register to transact business in this state
or to appoint and maintain a registered agent in this state shall not impair the validity
of any contract or act of the foreign entity and shall not prevent the foreign entity from
defending any action or proceeding in any court of this state, but the foreign entity shall
not maintain any action or proceeding in any court of this state until it has delivered to
the Secretary of State for filing an application for registration or a statement of foreign
limited liability partnership, as applicable, in accordance with Section 10A-1-7.04.
A foreign filing entity, by transacting business in this state without filing an application
for registration or a statement of foreign limited liability partnership, as applicable, appoints
the Secretary of State as its agent for service of process with respect to causes of action...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-1-7.22.htm - 2K - 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
10A-9A-1.11
Section 10A-9A-1.11 Required information. A limited partnership shall maintain the following
information: (1) A current list of the full name and last known business or residential street
and mailing address of each partner, separately identifying the general partners, in alphabetical
order, and the limited partners, in alphabetical order. (2) Copies of the filed certificate
of formation and all amendments thereto, together with signed copies of any powers of attorney
under which any certificate of formation, amendment, or restatement has been signed. (3) Copies
of any filed statement of conversion or merger. (4) Copies of the limited partnership's federal,
state, and local income tax returns and reports, if any, for the three most recent years.
(5) Copies of the then effective partnership agreement and any amendment thereto. (6) Copies
of any financial statement of the limited partnership for the three most recent years. (7)
Copies of any writing made by the limited partnership during...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-9A-1.11.htm - 2K - Match Info - Similar pages
10A-8A-8.07
Section 10A-8A-8.07 Other claims against dissolved partnership. Notwithstanding Sections
10A-1-9.01 and 10A-1-9.22: (a) A dissolved partnership may publish notice of its dissolution
and request that persons with claims against the dissolved partnership present them in accordance
with the notice. (b) The notice authorized by subsection (a) must: (1) be published at least
one time in a newspaper of general circulation in the county in which the dissolved partnership's
principal office in this state is located, and if none, was last located; (2) describe the
information that must be included in a claim and provide a mailing address to which the claim
is to be sent; (3) state that if not sooner barred, a claim against the dissolved partnership
will be barred unless a proceeding to enforce the claim is commenced within two years after
the publication of the notice; and (4) unless the partnership has been throughout its existence
a limited liability partnership, state that the barring of a...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-8A-8.07.htm - 5K - Match Info - Similar pages
40-14B-1
Section 40-14B-1 Definitions. As used in this chapter, the following terms shall have
the following meanings: (1) AFFILIATE. An affiliate of another person shall include any of
the following: a. A person who directly or indirectly either: 1. Beneficially owns 15 percent
or more of the outstanding voting securities or other voting ownership interests of the other
person, whether through rights, options, convertible interests, or otherwise; or 2. Controls
or holds power to vote 15 percent or more of the outstanding voting securities or other voting
ownership interests of the other person. b. A person owning 15 percent or more of the outstanding
voting securities or other voting ownership interests of which are directly or indirectly
either: 1. Beneficially owned by the other person, whether through rights, options, convertible
interests, or otherwise; or 2. Controlled or held with power to vote by the other person.
c. A partnership or limited liability company in which the other person...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/40-14B-1.htm - 7K - 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...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/5-11A-4.htm - 2K - Match Info - Similar pages
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