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10A-4-5.04
Section 10A-4-5.04 Annual report of domestic and foreign professional corporations. (a) Every
professional corporation, domestic or foreign, is required to file an annual report under
the Alabama Business Corporation Law, and shall include in the annual report, in addition
to the items required by the Alabama Business Corporation Law: (1) A statement that all the
shareholders, at least one director, and the president of the corporation are qualified persons
with respect to the corporation, and (2) In the case of a foreign professional corporation,
the name or names of the Alabama licensed professional or professionals through whom the foreign
professional corporation will render professional services in Alabama. (b) Financial information
contained in the annual report of a professional corporation, other than the amount of stated
capital of the corporation, shall not be open to public inspection nor shall the licensing
authority disclose any facts or information obtained therefrom...
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10A-4-2.04
Section 10A-4-2.04 Rendition of professional services. A professional corporation, domestic
or foreign, may render professional services in Alabama only through individuals permitted
to render the services in Alabama; but nothing in this chapter shall be construed to require
that any individual who is employed by a professional corporation be licensed to perform services
for which no license is otherwise required or to prohibit the rendering of professional services
by a licensed individual acting in his or her individual capacity, notwithstanding the individual
may be a shareholder, member, director, officer, employee, or agent of a professional corporation,
domestic or foreign. (Acts 1983, No. 83-514, p. 763, §7; §10-4-386; amended and renumbered
by Act 2009-513, p. 967, §203.)...
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10A-4-3.03
Section 10A-4-3.03 Liability generally. (a) Every individual who renders professional services
as an employee of a domestic or professional corporation shall be liable for any negligent
or wrongful act or omission in which he or she personally participates to the same extent
as if he or she rendered the services as a sole practitioner. (b) The personal liability of
a shareholder, employee, director, or officer of a domestic professional corporation, other
than a nonprofit corporation, shall be no greater in any respect than that of a shareholder,
employee, director, or officer of a corporation organized under the Alabama Business Corporation
Law. (c) The personal liability of a member, employee, director, or officer of a domestic
nonprofit professional corporation shall be no greater in any respect than that of a member,
employee, director, or officer of a corporation organized under the Alabama Nonprofit Corporation
Law. (d) The personal liability of a shareholder, member, employee,...
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10A-4-5.05
Section 10A-4-5.05 Interrogatories by licensing authority; generally (a) Each licensing authority
of Alabama may propound to any professional corporation, domestic or foreign, organized to
practice a profession within the jurisdiction of the licensing authority, and to any officer
or director thereof, the interrogatories as may be reasonably necessary and proper to enable
the licensing authority to ascertain whether the corporation has complied with all the provisions
of this chapter applicable to the professional corporation. The interrogatories shall be answered
within 30 days after the mailing thereof, or within the additional time as shall be fixed
by the licensing authority, and the answers thereto shall be full and complete and shall be
made in writing and under oath. If the interrogatories be directed to an individual they shall
be answered by him or her, and if directed to a corporation they shall be answered by the
president, vice president, secretary, or assistant secretary...
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10A-1-8.01
Section 10A-1-8.01 Conversion of business and nonprofit entities. (a) A conversion of an entity
may be accomplished as provided in this section: (1) CORPORATIONS. a. The terms and conditions
of a plan of conversion of a corporation, other than a nonprofit corporation, must be approved
in accordance with the procedures and by the stockholder vote required by Article 9 of Chapter
2A. If the governing documents provide for approval of a conversion by less than all of a
corporation's stockholders, approval of the conversion shall constitute corporate action subject
to appraisal rights pursuant to Article 13 of Chapter 2A. No conversion of a corporation to
a general or limited partnership may be effected without the consent in writing of each stockholder
who will have personal liability with respect to the converted entity, notwithstanding any
provision in the governing documents of the converting corporation providing for less than
unanimous stockholder approval for the conversion. b. The...
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10A-2-1.01
Section 10A-2-1.01 Short title and applicability. REPEALED IN THE 2019 REGULAR SESSION BY ACT
2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) This chapter
and Chapter 1, to the extent applicable to business corporations, shall be known and may be
cited as the "Alabama Business Corporation Law." (b) This chapter applies to a domestic
business corporation formed and existing under this title and to a foreign business corporation
that is transacting business in this state, regardless of whether the foreign corporation
is registered to transact business in this state. Without in any way limiting the generality
of any provision of this chapter or of any provision of Chapter 1, this chapter and the provisions
of Chapter 1 to the extent applicable to business corporations shall apply to banks, trust
companies, savings and loan associations, insurance companies, public utilities, and railroad
companies, except to the extent, if any, that any provision of this...
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15-18-73
Section 15-18-73 Restitution by corporation, partnership, etc.; default as forfeiture of right
to do business. When an order of restitution is imposed upon a defendant which is a corporation,
unincorporated association, partnership or other business entity, it shall be the duty of
the person or persons authorized to make disbursements from the assets of such defendant to
make restitution from those assets and a failure to do so by such person or persons may be
held to be in contempt of court unless a showing be made to the contrary as pursuant to the
provisions of Section 15-18-72. Any corporation, unincorporated association, or other business
entity which fails to make restitution as ordered by the court shall forfeit its rights to
do business within the State of Alabama and its charter or other legal grant of the right
to do such business may be dissolved by the court. (Acts 1980, No. 80-588, p. 928, §9.)...
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27-7-1
Section 27-7-1 Definitions. For the purposes of this chapter, the following terms shall have
the meanings respectively ascribed to them by this section: (1) BUSINESS ENTITY. A corporation,
association, partnership, limited liability company, limited liability partnership, or other
legal entity. (2) COMMISSIONER. The Alabama Commissioner of Insurance. (3) HOME STATE. The
District of Columbia and any state or territory of the United States in which an insurance
producer maintains his or her principal place of residence or principal place of business
and is licensed to act as an insurance producer. (4) INSURANCE. As defined in Section 27-1-2.
(5) INSURANCE PRODUCER or PRODUCER. A person required to be licensed under the laws of this
state to sell, solicit, or negotiate insurance. (6) INSURER. As defined in Section 27-1-2.
For the purposes of this chapter, insurer shall also mean an insurance company licensed pursuant
to Chapter 3, commencing with Section 27-3-1 of this title; a health...
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34-41-8
Section 34-41-8 Acts not prohibited. (a) This chapter does not prohibit one or more geologists
from practicing through the business organizations of a sole proprietorship, partnership,
corporation, or professional association. In a partnership, corporation, or professional association,
in which the primary activity consists of geological services affecting the public welfare
and which require licensing pursuant to this chapter, at least one partner or officer shall
be a licensed geologist. (b) This chapter shall not be construed to prevent or to affect:
(1) The practice of any profession or trade for which a license is required under any other
law of this state, including, but not limited to, the practice of registered professional
engineers from lawfully practicing soil mechanics, foundations engineering, and other professional
engineering, licensed architects or landscape architects from lawfully practicing architecture
or landscape architecture, licensed land surveyors from lawfully...
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10A-4-4.01
Section 10A-4-4.01 Amendments to certificate of formation by administrators and the like. Administrators,
executors, guardians, conservators, or receivers of the estates of shareholders of a domestic
professional corporation who hold all of the outstanding shares of the corporation may amend
the certificate of formation by signing a written consent to the amendment and delivering
the amendment for filing to the Secretary of State. The certificate of amendment shall set
forth, in addition to the information required to be included in the certificate of amendment
by the Alabama Business Corporation Law, a statement that the administrators, executors, guardians,
conservators, or receivers own all the outstanding shares. (Acts 1983, No. 83-514, p. 763,
§15; §10-4-394; amended and renumbered by Act 2009-513, p. 967, §207; Act 2019-94, §2;
Act 2020-73, §10.)...
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