10A-1-7.23
Section 10A-1-7.23 Late filing fee. The Secretary of State may collect from a foreign filing
entity a late filing fee equal to the application for registration fee or the statement of
foreign limited liability partnership fee, as applicable, for the foreign filing entity for
each year of delinquency if the foreign filing entity has transacted business in this state
for more than 90 days. The Secretary of State may condition the effectiveness of a registration
on the payment of the late filing fee. (Act 2009-513, p. 967, §64; Act 2018-125, §3.)...

alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-1-7.23.htm - 863 bytes - Match Info - Similar pages

10A-5-1.02
Section 10A-5-1.02 Definitions. REPEALED IN THE 2014 REGULAR SESSION BY ACT 2014-144 EFFECTIVE
JANUARY 1, 2017. As used in this chapter, unless the context otherwise requires, the following
terms mean: (1) ARTICLES OF ORGANIZATION. The filing instrument provided for by Section 10A-5-2.01,
or, if it has been amended or restated, as most recently amended or restated. In the case
of a foreign limited liability company, the term includes all documents serving a similar
function that are required to be filed to form the limited liability company in the state
or other jurisdiction where it is organized. The term articles of organization as used in
this chapter is synonymous with the term certificate of formation as defined in Section 10A-1-1.03(6).
In this chapter, the use of the term certificate of formation shall be deemed to include articles
of organization, and vice-versa. Together with the operating agreement, the articles of organization
or certificate of formation of a limited...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5-1.02.htm - 3K - Match Info - Similar pages

10A-5A-1.05
Section 10A-5A-1.05 Governing law. (a) The law of this state governs: (1) the organization
and internal affairs of a limited liability company, or series thereof; (2) the liability
of a member as a member for the debts, obligations, or other liabilities of a limited liability
company, or series thereof; (3) the authority of the members and agents of a limited liability
company, or series thereof; and (4) the availability and liability of the assets of a series
or the limited liability company for the obligations of another series or the limited liability
company. (b) The law of the state or other jurisdiction under which a foreign limited liability
company is formed governs: (1) the organization and internal affairs of a foreign limited
liability company, or series thereof; (2) the liability of a member as a member for the debts,
obligations, or other liabilities of a foreign limited liability company, or series thereof;
(3) the authority of the members and agents of a foreign limited...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-1.05.htm - 1K - Match Info - Similar pages

10A-5A-12.03
Section 10A-5A-12.03 Interstate application. A limited liability company formed and existing
under this chapter may conduct its activities and affairs, carry on its operations, and have
and exercise the powers granted by this chapter in any state, foreign country, or other jurisdiction.
(Act 2014-144, p. 265, §1.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-12.03.htm - 627 bytes - Match Info - Similar pages

10A-5A-2.06
Section 10A-5A-2.06 Certificate of existence or qualification. (a) The Secretary of State,
upon request and payment of the requisite fee, shall furnish to any person a certificate of
existence for a limited liability company if the writings filed in the office of the Secretary
of State show that the limited liability company has been formed under the laws of this state.
A certificate of existence shall reflect only the information on file with the Secretary of
State. A certificate of existence must state: (1) the limited liability company's name; (2)
that the limited liability company was formed under the laws of this state, the date of formation,
and the filing office in which the certificate of formation was filed; (3) whether the limited
liability company has delivered to the Secretary of State for filing a statement of dissolution;
(4) whether the limited liability company has delivered to the Secretary of State for filing
a certificate of reinstatement; (5) the unique identifying...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-2.06.htm - 3K - Match Info - Similar pages

10A-5A-4.07
Section 10A-5A-4.07 Direction and oversight of the limited liability company. (a) The limited
liability company agreement of a limited liability company may provide that the activities
and affairs of the limited liability company shall be under the direction, and subject to
the oversight, of: (1) its members; (2) one or more managers; or (3) such other governance
structure as provided in the limited liability company agreement. The limited liability company
agreement of a limited liability company may provide that the activities and affairs of a
series shall be under the direction, and subject to the oversight, of: (1) the members associated
with that series; (2) one or more managers; or (3) such other governance structure as provided
in the limited liability company agreement. (b) If the limited liability company agreement
does not specify who shall direct and oversee the activities and affairs of the limited liability
company or a series thereof: (1)(A) The activities and affairs of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-4.07.htm - 3K - Match Info - Similar pages

10A-5A-4.09
Section 10A-5A-4.09 Records to be kept; right of members and dissociated members to information.
Notwithstanding Sections 10A-1-3.32 and 10A-1-3.33: (a) Each limited liability company shall
maintain the following records: (1) A current list of the full name and last known business
or residence street address of each member. (2) A copy of the filed certificate of formation
and all amendments thereto, together with executed copies of any powers of attorney pursuant
to which any documents have been executed. (3) Copies of the limited liability company's federal,
state, and local income tax returns and reports, if any, for the three most recent years.
(4) Copies of the then effective limited liability company agreement including any amendments
thereto. (5) Copies of any financial statements of the limited liability company for the three
most recent years. (b) Subject to subsection (g), on 10 days' notice made in a writing received
by the limited liability company, the records set forth in...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-4.09.htm - 4K - Match Info - Similar pages

10A-8A-11.10
Section 10A-8A-11.10 Interstate application. A limited liability partnership governed by this
chapter may conduct its business or not for profit activity, carry on its operations, and
have and exercise the powers granted by this chapter in any state, foreign country, or other
jurisdiction. (Act 2018-125, §7.)...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-8A-11.10.htm - 622 bytes - Match Info - Similar pages

12-21-401
Section 12-21-401 Definitions. In this article: (1) "Foreign jurisdiction" means
a state other than this state. (2) "Foreign subpoena" means a subpoena issued in
a civil action under authority of a court of record of a foreign jurisdiction. (3) "Person"
means an individual, corporation, business trust, estate, trust, partnership, limited liability
company, association, joint venture, public corporation, government, or governmental subdivision,
agency or instrumentality, or any other legal or commercial entity. (4) "State"
means a state of the United States, the District of Columbia, Puerto Rico, the United States
Virgin Islands, a federally recognized Indian tribe, or any territory or insular possession
subject to the jurisdiction of the United States. (5) "Subpoena" means a document,
however denominated, issued in a civil action under authority of a court of record requiring
a person to: (A) Attend and give testimony at a deposition. (B) Produce and permit inspection
and copying of...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/12-21-401.htm - 1K - Match Info - Similar pages

34-2-37
Section 34-2-37 Practice of architecture by certain entities. (a) It shall be lawful for a
corporation, a professional corporation, a professional association, a partnership, or a limited
liability company (the entity) to practice architecture in this state provided that: (1) A
minimum of two-thirds of those responsible for controlling the activities of the entity, including
officers, partners, directors, members, and others depending on the legal structure of the
entity, are voting stockholders who are architects or professional engineers, or both, registered
under the laws of any United States jurisdiction and at least one is an architect registered
in Alabama. (2) Any agreement to perform such services shall be executed on behalf of the
entity by a stockholding officer, partner, director, or member with authority to contractually
bind the entity, who is an architect registered in the State of Alabama. (3) A stockholding
officer, partner, director, or member who is an architect...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/34-2-37.htm - 2K - Match Info - Similar pages