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10A-9A-8.02
Section 10A-9A-8.02 Effect of dissolution. Notwithstanding Section 10A-1-9.12: (a) A dissolved
limited partnership continues its existence as a limited partnership but may not carry on
any activities and affairs except as is appropriate to wind up and liquidate its activities
and affairs, including: (1) collecting its assets; (2) disposing of its properties that will
not be distributed in kind to persons owning transferable interests; (3) discharging or making
provisions for discharging its liabilities; (4) distributing its remaining property in accordance
with Section 10A-9A-8.09; and (5) doing every other act necessary to wind up and liquidate
its activities and affairs. (b) In winding up its activities and affairs, a limited partnership
may: (1) deliver for filing a statement of dissolution to the Secretary of State setting forth:
(A) The name of the limited partnership; (B) The unique identifying number or other designation
as assigned by the Secretary of State; (C) That the...
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10A-2A-14.05
Section 10A-2A-14.05 Effect of dissolution. (a) A dissolved corporation continues its existence
as a corporation but may not carry on any business except as is appropriate to wind up and
liquidate its business and affairs, including: (1) collecting its assets; (2) disposing of
its properties that will not be distributed in kind to stockholders; (3) discharging or making
provisions for discharging its liabilities; (4) distributing its remaining property among
its stockholders according to their interests; and (5) doing every other act necessary to
wind up and liquidate its business and affairs. (b) In winding up its business and affairs,
a corporation may: (1) preserve the corporation's business and affairs and property as a going
concern for a reasonable time; (2) prosecute, defend, or settle actions or proceedings whether
civil, criminal, or administrative; (3) transfer the corporation's assets; (4) resolve disputes
by mediation or arbitration; (5) merge or convert in accordance with...
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10A-5-5.04
Section 10A-5-5.04 Interim distributions of property; impairment of capital. REPEALED IN THE
2014 REGULAR SESSION BY ACT 2014-144 EFFECTIVE JANUARY 1, 2017. (a) Except as provided in
this section or in the operating agreement, members are entitled to receive distributions
from the limited liability company in proportion to their respective rights to share in profits
under Section 10A-5-5.03. (b) Subsection (a) shall not apply to any of the following: (1)
Distributions on dissolution. (2) Distributions governed by a contrary provision in the operating
agreement. (c) No distribution may be made unless, after the distribution is made, the assets
of the limited liability company are sufficient to pay all liabilities of the limited liability
company except liabilities to members on account of their contributions. (d) Unless otherwise
provided in the operating agreement, a member has no right to receive and may not be required
to accept a distribution in kind. (Acts 1993, No. 93-724, p....
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10A-5-6.06
Section 10A-5-6.06 Cessation of membership. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144
EFFECTIVE JANUARY 1, 2017. (a) A person ceases to be a member of a limited liability company
upon the occurrence of one or more of the following events: (1) The member ceases to be a
member by voluntary act as provided in subsection (d). (2) The member ceases to be a member
of the limited liability company as provided in Section 10A-5-6.03. (3) The member is removed
as a member in either of the following manners: a. In accordance with the operating agreement.
b. Subject to contrary provisions in the operating agreement, when the member assigns all
of the member's interest in the limited liability company, by an affirmative vote of a majority
in number of the members who have not assigned their interests. (b) Subject to contrary provisions
in the operating agreement, or written consent of all members at the time, a person ceases
to be a member upon the occurrence of one or more of the...
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35-12-71
Section 35-12-71 Definitions. As used in this article, unless the context otherwise requires,
the following terms shall have the meanings respectively ascribed to them by this section:
(1) APPARENT OWNER. A person whose name appears on the records of a holder as the person entitled
to property held, issued, or owing by the holder. (2) BUSINESS ASSOCIATION. A corporation,
joint stock company, investment company, partnership, unincorporated association, joint venture,
limited liability company, business trust, trust company, safe deposit company, financial
organization, insurance company, mutual fund, utility, or other business entity consisting
of one or more persons, whether or not for profit. (3) DOMICILE. The state of incorporation
of a corporation and the state of the principal place of business of a holder other than a
corporation. (4) FINANCIAL ORGANIZATION. A savings and loan association, building and loan
association, industrial loan organization, credit union, cooperative bank,...
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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...
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22-21-241
Section 22-21-241 Powers and liabilities of trustees of trusts. The trustees of trusts established
pursuant to Section 22-21-240 shall hold the legal title to all property at any time belonging
to the trust. They shall have control over such property as well as the control and management
of the business and affairs of the trust. Liability to third persons for any act, omission
or obligation of a trustee of a trust, when acting in such capacity, shall extend to the whole
of the trust estate or so much thereof as may be necessary to discharge such obligation, but
no trustee shall be personally liable for any such act, omission or obligation. The trustees
shall have such powers as to the investment of the trust estate as may be set out in the declaration
of trust; provided, however, that the investments of the trust shall be limited to the same
type, kind and quality as those required of a domestic casualty insurer. Without limiting
the generality of the foregoing, the trustees shall have...
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27-31C-3
Section 27-31C-3 License to provide homeowners insurance; exemptions; powers and duties. (a)
An Alabama Coastal Captive Insurance Company, if permitted by its articles of incorporation
or organization, operating agreements, or charter, may apply to the commissioner for a license
to write homeowners insurance coverage as limited in Section 27-31B-3(a)(4) and as defined
and limited in the standard real property and contents insurance forms as approved by the
commissioner. (b) An Alabama Coastal Captive Insurance Company that qualified as an association
captive under the provisions of Section 27-31B-8 is exempt from the requirement that the association
be in existence for one year so long as the association is in good standing as an entity before
becoming an owner of an Alabama Coastal Captive Insurance Company. (c) An Alabama Coastal
Captive Insurance Company may write homeowners insurance coverage as limited in Section 27-31B-3(a)(4)
and as limited to perils described in subsection (a)...
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34-27A-2
Section 34-27A-2 Definitions. The following terms as used in this article shall have the following
meanings: (1) APPRAISAL. The act or process of developing an opinion of value of real property;
an opinion of the value of real property; of or pertaining to appraising real property and
related functions such as appraisal practice or appraisal services. (2) APPRAISAL FOUNDATION.
The Appraisal Foundation incorporated as an Illinois not-for-profit corporation on November
30, 1987. (3) APPRAISAL MANAGEMENT COMPANY. An external third party including, but not limited
to, a corporation, partnership, sole proprietorship, subsidiary, or limited liability company,
authorized either by a creditor of a consumer credit transaction secured by the principal
dwelling of a consumer or by an underwriter of or other principal in the secondary mortgage
markets, that oversees a network or panel of more than four certified or licensed appraisers
in a state or 25 or more nationally in a given year, that...
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27-40-1
Section 27-40-1 Definitions. For the purposes of this chapter, the following words and phrases
shall have the following meanings: (1) INSURANCE PREMIUM FINANCE COMPANY. A person engaged
in the business of entering into premium finance agreements. (2) PREMIUM FINANCE AGREEMENT.
An agreement by which an insured or prospective insured promises to pay to a premium finance
company the amount advanced or to be advanced under the agreement to an insurer or to an insurance
agent or broker in payment of premiums on an insurance contract together with a service charge,
as authorized and limited by this chapter, and charges for wind mitigation construction financing,
as approved by the commissioner. (3) LICENSEE. A premium finance company holding a license
issued under this chapter. (4) PERSON. An individual, partnership, association, business corporation,
nonprofit corporation, common law trust, joint-stock company, or any other group of individuals
however organized. (5) INSURANCE CONTRACT. The...
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