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41-18-1
or grant accepted by the board pursuant to this paragraph or services borrowed pursuant to
paragraph (g) of this article shall be reported in the annual report of the board. Such report
shall include the nature, amount and conditions if any, of the donation, grant or services
borrowed and the identity of the donor or lender. (i) The board may establish and maintain
such facilities as may be necessary for the transacting of its business. The board may acquire,
hold and convey real and personal property and any interest therein. (j) The board
shall adopt bylaws for the conduct of its business and shall have the power to amend and rescind
these bylaws. The board shall publish its bylaws in convenient form and shall file a copy
thereof and a copy of any amendment thereto with the appropriate agency or officer in each
of the party states. (k) The board annually shall make to the governor and legislature of
each party state a report covering the activities of the board for the...
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22-18-50
or procedures related to specific employees or other matters related to the Commission's internal
personnel practices and procedures; c. Current, threatened, or reasonably anticipated litigation;
d. Negotiation of contracts for the purchase or sale of goods, services, or real estate; e.
Accusing any person of a crime or formally censuring any person; f. Disclosure of trade secrets
or commercial or financial information that is privileged or confidential; g. Disclosure of
information of a personal nature where disclosure would constitute a clearly unwarranted
invasion of personal privacy; h. Disclosure of investigatory records compiled for law
enforcement purposes; i. Disclosure of information related to any investigatory reports prepared
by or on behalf of or for use of the Commission or other committee charged with responsibility
of investigation or determination of compliance issues pursuant to the Compact; or j. Matters
specifically exempted from disclosure by federal or member...
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10-12-10
Section 10-12-10 (Applicable to limited liability companies organized after January 1, 1998,
limited liability companies not electing to come under the pre-1997 changes, and to all limited
liability companies after December 31, 2000.) Articles of organization. All provisions of
Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011. (Acts
1993, No. 93-724, p. 1425, §10; Act 97-920, 1st Ex. Sess., p. 312, §1.)...
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10A-5-1.06
Section 10A-5-1.06 Application of partnership provisions to limited liability companies; classification
for federal income tax purposes. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144 EFFECTIVE
JANUARY 1, 2017. (a) The terms "partnership" and "limited partnership,"
when used in any chapter or title other than the Alabama Limited Liability Company Law, 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 domestic 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.
(c) A foreign or domestic limited liability company governed by this chapter...
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10A-5-7.06
Section 10A-5-7.06 Articles of dissolution. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144
EFFECTIVE JANUARY 1, 2017. (a) After the dissolution of the limited liability company pursuant
to Section 10A-5-7.01, the limited liability company shall file articles of dissolution in
the office of the judge of probate of the county in which the certificate of formation was
filed. The articles of dissolution shall set forth: (1) The name of the limited liability
company. (2) The date of filing its certificate of formation. (3) The reason for filing the
articles of dissolution. (4) The effective date of the articles of dissolution, which shall
be a date certain, if they are not to be effective immediately. (5) Any other information
the members or managers filing the articles deem appropriate. (b) The articles of dissolution
and two copies shall be delivered to the judge of probate. If the judge of probate finds that
the articles of dissolution conform to law and that all fees prescribed in...
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40-14A-22
Section 40-14A-22 Levy and amount of tax. (a) Levy of tax. There is hereby levied an annual
privilege tax on every corporation, limited liability entity, and disregarded entity doing
business in Alabama, or organized, incorporated, qualified, or registered under the laws of
Alabama. The tax shall accrue as of January 1 of every taxable year, or in the case of a taxpayer
organized, incorporated, qualified, or registered during the year, or doing business in Alabama
for the first time, as of the date the taxpayer is organized, incorporated, registered, or
qualifies to do business, or begins to do business in Alabama, as the case may be. The taxpayer
shall be liable for the tax levied by this article for each year beginning before the taxpayer
has been dissolved or otherwise ceased to exist or has withdrawn or forfeited its qualification
to do business in Alabama. The amount of the tax due shall be determined by multiplying the
taxpayer's net worth in Alabama by the rate determined in...
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40-14A-29
Section 40-14A-29 Submission of initial tax and report. (a) By domestic entities. Each corporation,
limited liability entity, and disregarded entity organized under the laws of Alabama shall,
within two and one-half months after its organization, file with the department an initial
report setting out its name, address, and the name and address of its agent for service of
process in Alabama and a return including payment of the tax levied by this article for the
year of its organization. The report and return required by this section shall be made on
forms prescribed by the department. (b) By foreign entities. Every corporation, limited liability
entity, and disregarded entity organized under the laws of a jurisdiction other than Alabama
shall, within two and one-half months after qualifying to do business in Alabama, file with
the department an initial report setting forth its name and address, its principal place of
business where organized, its principal place of business in Alabama,...
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10A-1-9.21
Section 10A-1-9.21 Known claims against dissolved domestic entity. (a) A dissolved domestic
entity may dispose of the known claims against it by following the procedure described in
subsection (b) at any time after the effective date of the dissolution of that dissolved domestic
entity. (b) A dissolved domestic entity shall give notice of the dissolution in writing to
the holder of any known claim. The notice must: (1) Identify the dissolved domestic entity;
(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 domestic entity must receive
the claim; and (5) State that if not sooner barred, the claim will be barred if not received
by the deadline. (c) Unless sooner barred by any other statute limiting actions, a claim against
a dissolved domestic entity is barred: (1) If a claimant who was...
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10A-5A-10.07
Section 10A-5A-10.07 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 limited liability company, as provided in Section 10A-5A-2.04(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
number or other designation 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...
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10A-5-3.03
to a member-managed company and its other members under this chapter and under the operating
agreement and exercise any rights consistently with the obligation of good faith and fair
dealing. (i) A member of a member-managed company does not violate a duty or obligation under
this chapter or under the operating agreement merely because the member's conduct furthers
the member's own interest. (j) This section applies to a person winding up the limited liability
company's business as the personal or legal representative of the last surviving member
as if the person were a member. (k) If the management of a limited liability company is vested
in a manager or managers pursuant to subsection (b) of Section 10A-5-4.01, each of the following
applies: (1) The only duty a member who is not also a manager owes to the company or to the
other members solely by reason of being a member is to not disclose or otherwise use information
described in Sections 10A-1-3.31 and 10A-5-2.06(a), whether...
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