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10A-9A-10.08
Section 10A-9A-10.08 Filings required for merger; effective date. THIS SECTION
WAS AMENDED BY ACT 2019-94 IN THE 2019 REGULAR SESSION, EFFECTIVE JANUARY 1, 2020. THIS IS
NOT IN THE CURRENT CODE SUPPLEMENT. (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
partnership, as provided in Section 10A-9A-2.03(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 numbers or other designations 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...
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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...
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41-10-672
Section 41-10-672 Definitions. When used in this division, the following terms shall
have the following meanings unless the context clearly indicates otherwise: (1) ANCILLARY
COSTS shall mean the costs incurred in acquiring and constructing public improvements that
benefit all or any part of the projects including, without limitation, (i) improvements to
streets, roads, and bridges, (ii) improvements to water and sewer systems, gas and electric
systems, and other utilities providing services to any part of the projects, (iii) improvements
to the police, fire, and emergency rescue services provided to the companies by local governmental
entities, and (iv) improvements to transportation systems benefiting the companies, such as
railroad spur and switching facilities. (2) AUTHORITY shall mean the Alabama 21st Century
Authority, which is provided for pursuant to the Enabling Act. (3) BOEING shall mean the Boeing
Company, a corporation, or any affiliate thereof. (4) BONDS shall mean the...
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10A-5-9.02
Section 10A-5-9.02 Requirements for articles of merger; effective date. REPEALED IN
THE 2014 REGULAR SESSION BY ACT 2014-144 EFFECTIVE JANUARY 1, 2017. (a) If a domestic limited
liability company is merging under this chapter, the domestic limited liability company or
other business entity surviving or resulting from the merger shall file articles of merger
in the Office of the Secretary of State. If a domestic limited liability company is filing
the articles of merger, the articles of merger shall be signed by at least one member of the
domestic limited liability company, and if another business entity is filing the articles
of merger, the articles of merger shall be signed by a person authorized by the other business
entity. The articles of merger shall state all of the following: (1) The name, jurisdiction,
and date of formation or organization of each of the domestic limited liability companies
or other business entities that are to merge. (2) That an agreement of merger has been...
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10A-9A-2.03
Section 10A-9A-2.03 Execution of documents. (a) A writing delivered to the Secretary
of State for filing pursuant to this chapter must be signed as provided by this section.
(1) A limited partnership's initial certificate of formation must be signed by all general
partners listed in the certificate of formation. (2) An amendment adding or deleting a statement
that the limited partnership is a limited liability limited partnership must be signed by
all general partners listed in the certificate of formation. (3) An amendment designating
as general partner a person admitted under Section 10A-9A-8.01(c) following the dissociation
of a limited partnership's last general partner must be signed by the person or persons so
designated. (4) Any other amendment must be signed by: (A) at least one general partner; and
(B) each other person designated in the amendment as a new general partner. (5) A restated
certificate of formation must be signed by at least one general partner and, to the extent...
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19-3B-816
Section 19-3B-816 Specific powers of trustee. (a) Without limiting the authority conferred
by Section 19-3B-815, a trustee may: (1) collect trust property and accept or reject
additions to the trust property from a settlor or any other person, including, but not being
limited to, the authority to receive, collect, hold, and retain common or preferred stock
or other interests in the trustee or any related party; (2) acquire or sell property, for
cash or on credit, at public or private sale; (3) exchange, partition, or otherwise change
the character of trust property; (4) deposit trust money in an account in a regulated financial-service
institution; (5) borrow money, with or without security, and mortgage or pledge trust property
for a period within or extending beyond the duration of the trust; (6) with respect to an
interest in a proprietorship, partnership, limited liability company, business trust, corporation,
or other form of business or enterprise, continue the business or other...
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31-13-3
Section 31-13-3 Definitions. For the purposes of this chapter, the following words shall
have the following meanings: (1) ALIEN. Any person who is not a citizen or national of the
United States, as described in 8 U.S.C. ยง 1101, et seq., and any amendments thereto. (2)
BUSINESS ENTITY. Any person or group of persons employing one or more persons performing or
engaging in any activity, enterprise, profession, or occupation for gain, benefit, advantage,
or livelihood, whether for profit or not for profit. Business entity shall include, but not
be limited to, the following: a. Self-employed individuals, business entities filing articles
of incorporation, partnerships, limited partnerships, limited liability companies, foreign
corporations, foreign limited partnerships, foreign limited liability companies authorized
to transact business in this state, business trusts, and any business entity that registers
with the Secretary of State. b. Any business entity that possesses a business...
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40-14A-23
Section 40-14A-23 Definition of net worth. (a) Net worth of corporation. The net worth
of a corporation shall equal the aggregate net amount of the following items determined as
of the first day of the corporation's taxable year and adjusted as required in this article:
(1) In the case of a corporation, the sum of the following: a. The issued capital stock and
any additional paid-in capital, without reduction for treasury stock; and b. Retained earnings,
but not less than zero, which shall include any amounts designated for the payment of dividends
until the amounts are definitely and irrevocably placed to the credit of stockholders subject
to withdrawal on demand, and (2) In the case of an entity taxed as a corporation under this
article that does not issue stock, the difference between the book value of the entity's assets
and liabilities, but not less than zero. (b) Net worth of limited liability entities. The
net worth of a limited liability entity shall be an amount equal to the...
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10A-1-7.07
Section 10A-1-7.07 Entity name. If the name of a foreign entity does not satisfy the
requirements of Article 5, the foreign entity, for use in this state, may: (1) if a corporation,
add to its corporate name the word "corporation" or "incorporated" or
an abbreviation of one of the words; (2) if a banking corporation, add to its corporate name
the words "bank," "banking," or "bankers"; (3) if a limited
partnership that is not a limited liability limited partnership, add to its partnership name
the word "limited" or the abbreviation "Ltd." or the phrase "limited
partnership" or the abbreviation "L.P." or "LP" but its name must
not contain the phrase "limited liability limited partnership" or the abbreviation
"LLLP" or "L.L.L.P."; (4) if a limited partnership that is a limited liability
limited partnership, add to its partnership name the phrase "limited liability limited
partnership" or the abbreviation "LLLP" or "L.L.L.P." and must not
contain the abbreviation "Ltd.," "L.P.," or "LP."...
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10A-2-8.50
Section 10A-2-8.50 Definitions. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94
EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. In this division: (1)
"Corporation" includes any domestic or foreign predecessor entity of a corporation
in a merger or other transaction in which the predecessor's existence ceased upon consummation
of the transaction. (2) "Director" means an individual who is or was a director
of a corporation or an individual who, while a director of a corporation, is or was serving
at the corporation's request as a director, officer, partner, trustee, employee, or agent
of another foreign or domestic corporation, partnership, joint venture, trust, employee benefit
plan, or other enterprise. A director is considered to be serving an employee benefit plan
at the corporation's request if his or her duties to the corporation also impose duties on,
or otherwise involve services by, the director to the plan or to participants in or beneficiaries
of the...
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