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10A-9A-8.11
Section 10A-9A-8.11 Certificate of reinstatement. (a) In order to reinstate a limited
partnership under this article, a certificate of reinstatement shall be delivered for filing
to the Secretary of State which certificate of reinstatement shall have attached thereto a
true and complete copy of the limited partnership's certificate of formation. The certificate
of reinstatement shall state: (1) the name of the limited partnership before reinstatement;
(2) the name of the limited partnership following reinstatement, which limited partnership
name shall comply with Section 10A-9A-8.12; (3) the date of formation of the limited
partnership; (4) the date of dissolution of the limited partnership, if known; (5) a statement
that all applicable conditions of Section 10A-9A-8.10 have been satisfied; (6) the
address of the registered office and the name of the registered agent at that address in compliance
with Article 5 of Chapter 1; and (7) the unique identifying number or other designation as...
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10A-8A-8.11
Section 10A-8A-8.11 Certificate of reinstatement. A partnership that has dissolved,
has filed a statement of dissolution, and is seeking to reinstate in accordance with Section
10A-8A-8.10, shall deliver to the Secretary of State for filing a certificate of reinstatement
in accordance with the following: (a) A certificate of reinstatement shall be delivered to
the Secretary of State for filing. The certificate of reinstatement shall state: (1) the name
of the partnership before reinstatement; (2) the name of the partnership following reinstatement,
which partnership name shall comply with Section 10A-8A-8.12; (3) the date of formation
of the partnership; (4) the date of filing its statement of dissolution, and all amendments
and restatements thereof, and the office or offices where filed; (5) if the partnership has
filed a statement of partnership, a statement of not for profit partnership, a statement of
authority, or a statement of limited liability partnership, the unique...
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10A-5A-7.08
Section 10A-5A-7.08 Certificate of reinstatement. (a) In order to reinstate a limited
liability company under this article, a certificate of reinstatement shall be delivered for
filing to the Secretary of State which certificate of reinstatement shall have attached thereto
a true and complete copy of the limited liability company's certificate of formation. The
certificate of reinstatement shall state: (1) the name of the limited liability company before
reinstatement; (2) the name of the limited liability company following reinstatement, which
limited liability company name shall comply with Section 10A-5A-7.09; (3) the date
of formation of the limited liability company; (4) the date of dissolution of the limited
liability company, if known; (5) a statement that all applicable conditions of Section
10A-5A-7.07 have been satisfied; (6) the address of the registered office and the name of
the registered agent at that address in compliance with Article 5 of Chapter 1; and (7) The
unique...
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10A-8A-10.01
Section 10A-8A-10.01 Limited liability partnerships; statements; cancellations. (a)
A partnership may be formed as, or may become, a limited liability partnership pursuant to
this section. (b) In order to form a limited liability partnership, the original partnership
agreement of the partnership shall state that the partnership is formed as a limited liability
partnership, and the partnership shall deliver to the Secretary of State for filing a statement
of limited liability partnership in accordance with subsection (d) of this section.
(c) In order for an existing partnership to become a limited liability partnership, the terms
and conditions on which the partnership becomes a limited liability partnership must be approved
by the affirmative approval necessary to amend the partnership agreement and, in the case
of a partnership agreement that expressly considers obligations to contribute to the partnership,
also the affirmative approval necessary to amend those provisions, and after...
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10A-1-4.31
Section 10A-1-4.31 Filing fees; all entities. (a) The Secretary of State shall collect
the following fees when a filing instrument described in this title is delivered to the Secretary
of State for filing: (1) Certificate of formation for all entities: Two hundred dollars ($200);
(2) Amendment to a certificate of formation and a restated certificate of formation: One hundred
dollars ($100); (3) Name reservations and notice of transfer of name reservation: Twenty-five
dollars ($25); (4) Certificates, articles, or statements of dissolution or cancellation: One
hundred dollars ($100); (5) Foreign entity registration including a statement of foreign limited
liability partnership: One hundred fifty dollars ($150); (6) Certificate of existence: Twenty-five
dollars ($25); (7) Certificates, articles, or statements of merger, conversion, and share
exchange: One hundred dollars ($100); and (8) Any other filing instrument required or permitted
to be delivered to the Secretary of State for filing...
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10A-2A-1.40
Section 10A-2A-1.40 Chapter definitions. Notwithstanding Section 10A-1-1.03,
as used in this chapter, unless otherwise specified or unless the context otherwise requires,
the following terms have the following meanings: (1) AUTHORIZED STOCK means the stock of all
classes and series a corporation or foreign corporation is authorized to issue. (2) BENEFICIAL
STOCKHOLDER means a person who owns the beneficial interest in stock, which is either a record
stockholder or a person on whose behalf shares of stock are registered in the name of an intermediary
or nominee. (3) CERTIFICATE OF INCORPORATION means the certificate of incorporation described
in Section 10A-2A-2.02, all amendments to the certificate of incorporation, and any
other documents permitted or required to be delivered for filing by a corporation with the
Secretary of State under this chapter or Chapter 1 that modify, amend, supplement, restate,
or replace the certificate of incorporation. After an amendment of the certificate...
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10A-8A-11.01
Section 10A-8A-11.01 Application to existing relationships. (a) Beginning January 1,
2019, this chapter governs all partnerships and all foreign partnerships. (b) With respect
to a partnership formed before January 1, 2019, and governed by the laws of this state, the
following rules apply: (1) a registration of a limited liability partnership which is current
and effective as of December 31, 2018, shall remain effective without further action on the
part of the limited liability partnership, and a partnership having the status of a limited
liability partnership, under predecessor law, shall have the status of a limited liability
partnership under this chapter and to the extent such partnership has not filed a statement
of limited liability partnership pursuant to this chapter, the registration or latest annual
notice filed by such partnership under predecessor law shall constitute a statement of limited
liability partnership filed under this chapter; (2) a partnership's partnership...
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10A-1-8.01
Section 10A-1-8.01 Conversion of business and nonprofit entities. (a) A conversion of
an entity may be accomplished as provided in this section: (1) CORPORATIONS. a. The
terms and conditions of a plan of conversion of a corporation, other than a nonprofit corporation,
must be approved in accordance with the procedures and by the stockholder vote required by
Article 9 of Chapter 2A. If the governing documents provide for approval of a conversion by
less than all of a corporation's stockholders, approval of the conversion shall constitute
corporate action subject to appraisal rights pursuant to Article 13 of Chapter 2A. No conversion
of a corporation to a general or limited partnership may be effected without the consent in
writing of each stockholder who will have personal liability with respect to the converted
entity, notwithstanding any provision in the governing documents of the converting corporation
providing for less than unanimous stockholder approval for the conversion. b. The...
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27-60-2
Section 27-60-2 Interstate Insurance Product Regulation Compact. The State of Alabama
hereby agrees to the following interstate compact known as the Interstate Insurance Product
Regulation Compact: ARTICLE I. PURPOSES. The purposes of this compact are, through means of
joint and cooperative action among the compacting states: 1. To promote and protect the interest
of consumers of individual and group annuity, life insurance, disability income, and long-term
care insurance products; 2. To develop uniform standards for insurance products covered under
the compact; 3. To establish a central clearinghouse to receive and provide prompt review
of insurance products covered under the compact and, in certain cases, advertisements related
thereto, submitted by insurers authorized to do business in one or more compacting states;
4. To give appropriate regulatory approval to those product filings and advertisements satisfying
the applicable uniform standard; 5. To improve coordination of...
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10A-9A-2.01
Section 10A-9A-2.01 Formation of limited partnership; certificate of formation. (a)
In order to form a limited partnership, a person must deliver a certificate of formation for
filing to the Secretary of State. Notwithstanding Section 10A-1-3.05, the certificate
of formation shall set forth: (1) the name of the limited partnership, which must comply with
Article 5 of Chapter 1; (2) the address of the registered office required by Article 5 of
Chapter 1; (3) the name of the registered agent at the registered office as required by Article
5 of Chapter 1; (4) the name and the street and mailing address of each general partner; (5)
whether the limited partnership is a limited liability limited partnership; (6) any additional
information required by Article 8 of Chapter 1 or by Article 10 of this chapter; and (7) any
other matters the partners determine to include therein which comply with Section 10A-9A-1.08.
(b) A limited partnership is formed when the certificate of formation becomes...
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