10A-9A-8.01
Section 10A-9A-8.01 Events of dissolution. A limited partnership is dissolved and its activities and affairs shall be wound up upon the occurrence of the first of the following events: (a) An event or circumstance that the partnership agreement states causes dissolution. (b) Consent of all partners to dissolve. (c) When there is no remaining general partner, unless either of the following applies: (1) All of the limited partners agree in writing, within 90 days after the dissociation of the last general partner, to continue the activities and affairs of the limited partnership and to admit one or more new general partners. (2) The activities and affairs of the limited partnership are continued and one or more new general partners are admitted in the manner stated in the partnership agreement. (d) When there is no remaining limited partner, unless either of the following applies: (1) All of the general partners agree in writing, within 90 days after the dissociation of the last limited...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-9A-8.01.htm - 2K - Match Info - Similar pages
10A-5A-11.10
Section 10A-5A-11.10 Effect of dissolution of series. Notwithstanding Section 10A-1-9.12: (a) A dissolved series continues its existence as a series but may not carry on any activities and affairs except as is appropriate to wind up and liquidate its activities and affairs, including: (1) collecting the assets of the series; (2) disposing of the properties of the series that will not be distributed in kind to persons owning transferable interests; (3) discharging or making provisions for discharging the liabilities of the series; (4) distributing the remaining property of the series in accordance with Section 10A-5A-11.14; and (5) doing every other act necessary to wind up and liquidate the series' activities and affairs. (b) In winding up a series' activities and affairs, a series may: (1) preserve the series' activities and affairs and property as a going concern for a reasonable time; (2) prosecute, defend, or settle actions or proceedings whether civil, criminal, or administrative;...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-11.10.htm - 1K - Match Info - Similar pages
10A-2-14.05
Section 10A-2-14.05 Effect of dissolution. REPEALED IN THE 2019 REGULAR SESSION BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A dissolved corporation continues its corporate existence but may not carry on any business except that appropriate to wind up and liquidate its business and affairs, including: (1) Collecting its assets; (2) Disposing of its properties that will not be distributed in kind to its shareholders; (3) Discharging or making provision for discharging its liabilities; (4) Distributing its remaining property among its shareholders according to their interests; and (5) Doing every other act necessary to wind up and liquidate its business and affairs. (b) Dissolution of a corporation does not: (1) Alter the limited liability status of its subscribers and shareholders under Section 10A-2-6.22, except as provided in Section 10A-1-9.22(d)(2) with respect to assets distributed to a shareholder in liquidation; (2) Transfer title to...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-2-14.05.htm - 2K - Match Info - Similar pages
10A-9A-1.11
Section 10A-9A-1.11 Required information. A limited partnership shall maintain the following information: (1) A current list of the full name and last known business or residential street and mailing address of each partner, separately identifying the general partners, in alphabetical order, and the limited partners, in alphabetical order. (2) Copies of the filed certificate of formation and all amendments thereto, together with signed copies of any powers of attorney under which any certificate of formation, amendment, or restatement has been signed. (3) Copies of any filed statement of conversion or merger. (4) Copies of the limited partnership's federal, state, and local income tax returns and reports, if any, for the three most recent years. (5) Copies of the then effective partnership agreement and any amendment thereto. (6) Copies of any financial statement of the limited partnership for the three most recent years. (7) Copies of any writing made by the limited partnership during...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-9A-1.11.htm - 2K - 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-9A-2.06
Section 10A-9A-2.06 Certificate of existence or authorization. (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 partnership if the writings filed in the office of the Secretary of State show that the limited partnership 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. To the extent writings have been delivered to the Secretary of State, the certificate of existence must state: (1) the limited partnership's name; (2) that the limited partnership 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 a statement of dissolution of the limited partnership has been delivered to the Secretary of State for filing; (4) whether the limited partnership has delivered to the Secretary of State for filing a certificate...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-9A-2.06.htm - 3K - Match Info - Similar pages
10A-9A-10.05
Section 10A-9A-10.05 Effect of conversion. (a) When a conversion takes effect: (1) all property and contract rights owned by the converting organization remains vested in the converted organization without transfer, reversion, or impairment and the title to any property vested by deed or otherwise in the converting organization shall not revert or be in any way impaired by reason of the conversion; (2) all debts, obligations, or other liabilities of the converting organization continue as debts, obligations, or other liabilities of the converted organization and neither the rights of creditors, nor the liens upon the property of the converting organization shall be impaired by the conversion; (3) an action or proceeding pending by or against the converting organization continues as if the conversion had not occurred and the name of the converted entity may, but need not, be substituted for the name of the converting entity in any pending action or proceeding; (4) except as prohibited...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-9A-10.05.htm - 4K - Match Info - Similar pages
10A-5A-10.04
Section 10A-5A-10.04 Effect of conversion. (a) When a conversion takes effect: (1) all property and contract rights owned by the converting organization, or series thereof, remains vested in the converted organization without transfer, reversion, or impairment and the title to any property vested by deed or otherwise in the converting organization shall not revert or be in any way impaired by reason of the conversion; (2) all debts, obligations, or other liabilities of the converting organization, or series thereof, continue as debts, obligations, or other liabilities of the converted organization and neither the rights of creditors, nor the liens upon the property of the converting organization shall be impaired by the conversion; (3) an action or proceeding pending by or against the converting organization, or series thereof, continues as if the conversion had not occurred and the name of the converted entity may, but need not, be substituted for the name of the converting entity in...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/10A-5A-10.04.htm - 4K - Match Info - Similar pages
23-7-5
Section 23-7-5 Powers and functions. (a) In addition to the powers contained in other provisions of this chapter, the bank has all power necessary, useful, or appropriate to fund, operate, and administer the bank, and to perform its other functions including, but not limited to, the following power to: (1) Have perpetual succession. (2) Adopt, promulgate, amend, and repeal bylaws, not inconsistent with this chapter for the administration of the bank's affairs and the implementation of its functions including the right of the board to select qualifying projects and to provide loans and other financial assistance. (3) Sue and be sued in its own name. (4) Have a seal and alter it at pleasure, although the failure to affix the seal does not affect the validity of an instrument executed on behalf of the bank. (5) Make loans to qualified borrowers to finance the eligible costs of qualified projects and to acquire, hold, and sell loan obligations at prices and in a manner as the board...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/23-7-5.htm - 6K - Match Info - Similar pages
45-39-221.03
Section 45-39-221.03 Powers of tourism board. (a) The tourism board may conduct programs and events, including, but not limited to, programs of information and publicity, sporting events, and other public events to attract tourists and visitors to the county. The tourism board may conduct programs or events in the state and elsewhere and expend its funds in the furtherance of such programs and events in the state and elsewhere. (b) The tourism board may enter into contracts with any person, firm, corporation, or association to carry out the purposes set forth herein. No contract entered into by the tourism board shall bind either the state, the county, or any municipality. (c) The tourism board shall have the following additional powers, together with all powers incidental thereto or necessary to the discharge thereof in corporate form: (1) To sue and be sued in its own name in civil suits and actions, and to defend suits and actions against it, including suits and actions ex delicto...
alisondb.legislature.state.al.us/alison/CodeOfAlabama/1975/45-39-221.03.htm - 5K - Match Info - Similar pages
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