10A-5-5.02
Section 10A-5-5.02 Liability for contributions. REPEALED IN THE 2014 REGULAR SESSION BY ACT
2014-144 EFFECTIVE JANUARY 1, 2017. (a) Except as provided in the certificate of formation,
a member is obligated to the limited liability company to perform any promise to pay cash
or convey property or to render services, even if the member is unable to perform because
of death, disability, or any other reason. A member who does not perform such a promise is
obligated at the option of the limited liability company to pay cash equal to the amount or
value of the portion of the contribution that has not been paid, conveyed, or rendered. (b)
The operating agreement may provide that the interest of any member who fails to make any
contribution that the member is obligated to make, or who fails to pay any agreed assessment
that the member is obligated to make, shall be subject to a reasonable penalty for such failure.
The penalty may take the form of reducing the defaulting member's proportionate...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5-5.02.htm - 2K - Match Info - Similar pages

10A-5A-1.02
Section 10A-5A-1.02 Definitions. Notwithstanding Section 10A-1-1.03, as used in this chapter,
unless the context otherwise requires, the following terms mean: (a) "Certificate of
formation," with respect to a limited liability company, means the certificate provided
for by Section 10A-5A-2.01, and the certificate as amended or restated. (b) "Constituent
limited liability company" means a constituent organization that is a limited liability
company. (c) "Constituent organization" means an organization that is party to a
merger under Article 10. (d) "Converted organization" means the organization into
which a converting organization converts pursuant to Article 10. (e) "Converting limited
liability company" means a converting organization that is a limited liability company.
(f) "Converting organization" means an organization that converts into another organization
pursuant to Article 10. (g) "Disqualified person" means any person who is not a
qualified person. (h) "Distribution" except...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-1.02.htm - 5K - Match Info - Similar pages

45-18-242.03
Section 45-18-242.03 Monthly reports of cash and credit businesses. Any person, corporation,
partnership, firm, limited liability company, association, proprietorship, or other entity
taxable under this part having a cash and credit business may report such cash business, and
the taxpayer shall thereafter include in each monthly report all credit collections made during
the preceding month and shall pay the taxes due thereon at the time of filing such report,
but in no event shall the gross proceeds of such credit business be included in the measure
of tax to be paid until collections of such credit business shall have been made. (Act 98-657,
p. 1440, §4.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-18-242.03.htm - 976 bytes - Match Info - Similar pages

10A-5-1.04
Section 10A-5-1.04 Indemnification. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144 EFFECTIVE
JANUARY 1, 2017. Unless its certificate of formation provides otherwise, every limited liability
company has the power to indemnify a member, manager, or employee or former member, manager,
or employee of the limited liability company against expenses actually and reasonably incurred
in connection with the defense of an action, suit, or proceeding, civil or criminal, in which
the member, manager, or employee is made a party by reason of being or having been a member,
manager, or employee of the limited liability company, except in relation to matters as to
which the member, manager, or employee is determined in the action, suit, or proceeding to
be liable for negligence or misconduct in the performance of duty; to make any other indemnification
that is authorized by the governing documents of the limited liability company or by a resolution
adopted by the members after notice, unless...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5-1.04.htm - 1K - Match Info - Similar pages

10A-5A-11.11
Section 10A-5A-11.11 Right to wind up activities and affairs of series. (a) The person or persons
designated in the limited liability company agreement to wind up the activities and affairs
of the dissolved series shall wind up the activities and affairs of the dissolved series in
accordance with Section 10A-5A-11.10. If no person or persons are designated in the limited
liability company agreement to wind up the activities and affairs of the dissolved series,
then the remaining members associated with the dissolved series shall wind up the activities
and affairs of the dissolved series in accordance with Section 10A-5A-11.10. If no person
or persons are designated in the limited liability company agreement to wind up the activities
and affairs of the dissolved series and there are no remaining members associated with the
dissolved series, then all of the holders of the transferable interests associated with the
series, or their designee, shall wind up the activities and affairs of the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-11.11.htm - 2K - Match Info - Similar pages

10A-5A-4.10
Section 10A-5A-4.10 Indemnification, advancement, reimbursement, and insurance. A limited liability
company, or a series thereof, may indemnify and hold harmless a member or other person, pay
in advance or reimburse expenses incurred by a member or other person, and purchase and maintain
insurance on behalf of a member or other person. (Act 2014-144, p. 265, §1.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-4.10.htm - 675 bytes - Match Info - Similar pages

10A-5A-5.03
Section 10A-5A-5.03 Charging order. (a) On application to a court of competent jurisdiction
by any judgment creditor of a member or transferee, the court may charge the transferable
interest of the judgment debtor with payment of the unsatisfied amount of the judgment with
interest. To the extent so charged and after the limited liability company has been served
with the charging order, the judgment creditor has only the right to receive any distribution
or distributions to which the judgment debtor would otherwise be entitled in respect of the
transferable interest. (b) A limited liability company, after being served with a charging
order and its terms, shall be entitled to pay or deposit any distribution or distributions
to which the judgment debtor would otherwise be entitled in respect of the charged transferable
interest into the hands of the clerk of the court so issuing the charging order, and the payment
or deposit shall discharge the limited liability company and the judgment...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-5.03.htm - 3K - Match Info - Similar pages

10A-5A-11.01
Section 10A-5A-11.01 Series of assets. (a) If a limited liability company complies with Section
10A-5A-11.02, a limited liability company agreement may establish or provide for the establishment
of one or more designated series of assets that: (1) has separate rights, powers, or duties
with respect to specified property or obligations of the limited liability company or profits
and losses associated with specified property or obligations; or (2) has a separate purpose
or investment objective. (b) A series established in accordance with subsection (a) may carry
on any activity, whether or not for profit. (c) After a person is admitted as a member of
a limited liability company in accordance with Section 10A-5A-4.01, a member is associated
with a series of the limited liability company: (1) as provided in the limited liability agreement;
(2) as the result of a transaction effective under Article 10; or (3) with the consent of
all members associated with that series. (Act 2014-144, p....
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-11.01.htm - 1K - Match Info - Similar pages

10A-5A-6.03
Section 10A-5A-6.03 Effect of person's dissociation as a member. (a) A person who has dissociated
as a member shall have no right to participate in the direction and oversight of the activities
and affairs of the limited liability company and is entitled only to receive the distributions
to which that member would have been entitled if the member had not dissociated. (b) A person's
dissociation as a member does not of itself discharge the person from any duty, debt, obligation,
or liability to a limited liability company or the other members that the person incurred
while a member. (Act 2014-144, p. 265, §1.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-6.03.htm - 937 bytes - Match Info - Similar pages

10A-5A-8.01
Section 10A-5A-8.01 Special rules for limited liability companies performing professional services.
(a) A limited liability company shall have the power to render professional services if it
complies with the rules of the licensing authority for such profession. (b) Every individual
who renders professional services as a member or as an employee of a limited liability company
shall be liable for any negligent or wrongful act or omission in which the individual personally
participates to the same extent the individual would be liable if the individual rendered
the services as a sole practitioner. (c) Except as otherwise provided in subsection (b), the
personal liability of a member of any limited liability company engaged in providing professional
services shall be governed by Section 10A-5A-3.01. (d) The personal liability of a member,
manager, or employee of a foreign limited liability company engaged in providing professional
services shall be determined under the law of the...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-8.01.htm - 2K - Match Info - Similar pages