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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...
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10A-9A-6.05
Section 10A-9A-6.05 Effect of dissociation as general partner. (a) Upon a person's dissociation
as a general partner: (1) the person's right to participate as a general partner in the management
and conduct of the partnership's activities and affairs terminates; (2) the person's duty
to refrain from competing with the limited partnership in the conduct or winding up of the
limited partnership's activities and affairs terminates; (3) the person's following duties
continue only with regard to matters arising and events occurring before the person's dissociation
as a general partner: (A) the duty to account to the limited partnership and hold as trustee
for it any property, profit, or benefit derived by the general partner in the conduct and
winding up of the limited partnership's activities and affairs or derived from a use by the
general partner of limited partnership property, including the appropriation of a limited
partnership opportunity; (B) the duty to refrain from dealing with...
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10A-9A-10.11
Section 10A-9A-10.11 Liability of general partner after conversion or merger. (a) A conversion
or merger under this article does not discharge any liability under Sections 10A-9A-4.04 and
10A-9A-6.07 of a person that was a general partner in or dissociated as a general partner
from a converting or constituent limited partnership, but: (1) the provisions of this chapter
pertaining to the collection or discharge of the liability continue to apply to the liability;
(2) for the purposes of applying those provisions, the converted or surviving organization
is deemed to be the converting or constituent limited partnership; and (3) if a person is
required to pay any amount under this subsection: (A) the person has a right of contribution
from each other person that was liable as a general partner under Section 10A-9A-4.04 when
the obligation was incurred and has not been released from the obligation under Section 10A-9A-6.07;
and (B) the contribution due from each of those persons is in...
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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...
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10A-5-8.01
Section 10A-5-8.01 Special rules for limited liability companies performing professional services.
REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144 EFFECTIVE JANUARY 1, 2017. (a) A limited
liability company shall have the power to render professional services if each member or employee
who renders professional services in Alabama is licensed or registered to render those professional
services pursuant to applicable Alabama law and if the limited liability company complies
with the limitations of this section. (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) The personal liability of a member, manager, or other employee of any limited liability
company engaged in providing professional...
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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-8A-9.11
Section 10A-8A-9.11 Liability of partner after conversion or merger. (a) A conversion or merger
under this article does not discharge any liability under Section 10A-8A-3.06, 10A-8A-7.02,
or 10A-8A-7.03 of a person that was a partner in or dissociated as a partner from a converting
or constituent partnership, but: (1) the provisions of this chapter pertaining to the collection
or discharge of the liability continue to apply to the liability; (2) for the purposes of
applying those provisions, the converted or surviving organization is deemed to be the converting
or constituent partnership; and (3) if a person is required to pay any amount under this subsection:
(A) the person has a right of contribution from each other person that was liable as a partner
under Section 10A-8A-3.06 when the obligation was incurred and has not been released from
the obligation under Section 10A-8A-7.02 or 10A-8A-7.03; and (B) the contribution due from
each of those persons is in proportion to the right to...
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10A-17-1.02
Section 10A-17-1.02 Definitions. In this chapter: (1) "Member" means a person who,
under the rules or practices of a nonprofit association, may participate in the selection
of persons authorized to manage the affairs of the nonprofit association or in the development
of policy of the nonprofit association. (2) "Nonprofit association" means an unincorporated
organization consisting of two or more members joined by mutual consent as an association
for a stated common, nonprofit purpose, but does not include a limited liability company,
general partnership, or limited partnership. In addition, joint tenancy, tenancy in common,
or tenancy by the entireties does not by itself establish a nonprofit association, even if
the co-owners share use of the property for a nonprofit purpose. (3) "Nonprofit purpose"
shall be any purpose for which a nonprofit corporation could be organized under the Alabama
Nonprofit Corporation Act, as amended, and where no part of income or profit is distributable
to...
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10A-8A-1.02
Section 10A-8A-1.02 Definitions. Notwithstanding Section 10A-1-1.03, as used in this chapter,
unless the context otherwise requires, the following terms mean: (1) "Business"
includes every trade, occupation, and profession for profit. (2) "Disqualified person"
means any person who is not a qualified person. (3) "Distribution" except as otherwise
provided in Section 10A-8A-4.09(f), means a transfer of money or other property from a partnership
to another person on account of a transferable interest. (4) "Foreign limited liability
partnership" means a foreign partnership whose partners have limited liability for the
debts, obligations, or other liabilities of the foreign partnership under a provision similar
to Section 10A-8A-3.06(c). (5) "Foreign partnership" means a partnership governed
by the laws of a jurisdiction other than this state which would be a partnership if governed
by the laws of this state. The term includes a foreign limited liability partnership. (6)
"Limited liability...
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25-5-50
Section 25-5-50 Applicability; exemptions; coverage for school boards, volunteer fire departments,
and rescue squads; sports officials. (a) This article and Article 2 of this chapter shall
not be construed or held to apply to an employer of a domestic employee; an employer of a
farm laborer; an employer of a person whose employment at the time of the injury is casual
and not in the usual course of the trade, business, profession, or occupation of the employer;
an employer who regularly employs less than five employees in any one business, other than
the business of constructing or assisting on-site in the construction of new single-family,
detached residential dwellings; or a municipality having a population of less than 2,000 according
to the most recent federal decennial census. An employer who regularly employs less than five
employees in any one business; a farm-labor employer; an employer of a domestic employee;
or a municipality having a population of less than 2,000 according to...
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