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10A-4-4.02
Section 10A-4-4.02 Merger and conversion. (a) A domestic professional corporation may convert
to or merge with another corporation, professional corporation, or another type of entity,
domestic or foreign, under the Alabama Business Corporation Law, or may merge with or convert
to another type of entity as permitted by Article 8 of Chapter 1. Upon the merger, consolidation,
or conversion, if the surviving or new corporation or converted entity, as the case may be,
is to render professional services in Alabama, it shall comply with the provisions of this
chapter. (b) An unincorporated professional association organized under Article 1 of Chapter
30 may merge or consolidate with a professional corporation organized under this chapter.
In the merger, the procedure specified in the Alabama Business Corporation Law shall apply,
provided that: (1) The surviving corporation shall be a domestic professional corporation,
(2) The following terms, when used in the Alabama Business Corporation Law...
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10A-1-1.03
Section 10A-1-1.03 Definitions. As used in this title, unless the context otherwise requires,
the following terms mean: (1) AFFILIATE. A person who controls, is controlled by, or is under
common control with another person. An affiliate of an individual includes the spouse, or
a parent or sibling thereof, of the individual, or a child, grandchild, sibling, parent, or
spouse of any thereof, of the individual, or an individual having the same home as the individual,
or a trust or estate of which an individual specified in this sentence is a substantial beneficiary;
a trust, estate, incompetent, conservatee, protected person, or minor of which the individual
is a fiduciary; or an entity of which the individual is director, general partner, agent,
employee or the governing authority or member of the governing authority. (2) ASSOCIATE. When
used to indicate a relationship with: (A) a domestic or foreign entity for which the person
is: (i) an officer or governing person; or (ii) a beneficial...
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10A-10-1.15
Section 10A-10-1.15 Merger. (a) For purposes of this section, the following words shall have
the respective meanings ascribed to them: (1) ALABAMA REAL ESTATE INVESTMENT TRUST. A real
estate investment trust organized in compliance with the provisions of this chapter. (2) BUSINESS
TRUST. a. An entity described in Section 10A-16-1.01. b. An unincorporated trust or association,
including an Alabama real estate investment trust, a common-law trust, or a Massachusetts
trust, which is engaged in business and in which property is acquired, held, managed, administered,
controlled, invested, or disposed of for the benefit and profit of any person who may become
a holder of a transferable unit of beneficial interest in the trust. (3) DOMESTIC LIMITED
LIABILITY COMPANY. A limited liability company as defined under the Alabama Limited Liability
Company Law. (4) DOMESTIC LIMITED PARTNERSHIP. A limited partnership as defined under the
Alabama Limited Partnership Law. (5) FOREIGN BUSINESS TRUST. A...
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10A-4-5.08
Section 10A-4-5.08 Application to existing corporations. (a) The provisions of this chapter
shall apply to all existing corporations organized under the statute formerly codified as
Article 11 of Chapter 4, Title 10 and repealed by Acts 1983, No. 83-514, effective January
1, 1984; provided, that any professional corporation, or nonprofit corporation, in existence
on December 31, 1983, in which duly licensed medical and dental professionals are shareholders,
or in the case of a nonprofit professional corporation, render medical and dental services,
shall be deemed to be in compliance with Sections 10A-4-2.01 and 10A-4-2.03, as amended, and
other applicable provisions of this chapter. The repeal of a prior act by this chapter shall
not impair, or otherwise affect, the organization or continued existence of an existing domestic
professional corporation nor the right of any foreign professional corporation presently qualified
to render professional services in Alabama to continue to do so...
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10A-4-1.03
Section 10A-4-1.03 Definitions. As used in this chapter, unless the context otherwise requires,
the term: (1) DISQUALIFIED PERSON. Any person who is not a qualified person. (2) DOMESTIC
PROFESSIONAL CORPORATION. A corporation for profit or nonprofit organized pursuant to the
provisions of this chapter. (3) FOREIGN PROFESSIONAL CORPORATION. A corporation or unincorporated
association, for profit or nonprofit, organized for the purpose of rendering professional
services under a law other than the law of Alabama. (4) LICENSING AUTHORITY. As defined in
Section 10A-1-1.03(49). (5) PROFESSIONAL SERVICE. As defined in Section 10A-1-1.03(80). (6)
QUALIFIED PERSON. With respect to any domestic professional corporation: a. An individual
who is authorized by law of Alabama or of any qualified state to render a professional service
permitted by the certificate of formation of the professional corporation; b. A general partnership
in which all the partners are qualified persons with respect to the...
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10A-1-1.08
Section 10A-1-1.08 Short titles. (a) The provisions of this title as described by this section
may be cited as provided by this section. (b) Chapter 2A and the provisions of Chapter 1 to
the extent applicable to business corporations may be cited as the Alabama Business Corporation
Law. (c) Chapter 3 and the provisions of Chapter 1 to the extent applicable to nonprofit corporations
may be cited as the Alabama Nonprofit Corporation Law. (d) Chapter 4 and the provisions of
Chapter 1 to the extent applicable to professional corporations may be cited as the Alabama
Professional Corporation Law. (e) Chapter 5A and the provisions of Chapter 1 to the extent
applicable to limited liability companies may be cited as the Alabama Limited Liability Company
Law. (f) Chapter 8A and the provisions of Chapter 1 to the extent applicable to general partnerships
may be cited as the Alabama Partnership Law. (g) Chapter 9A and the provisions of Chapter
1 to the extent applicable to limited partnerships may...
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6-5-347
Section 6-5-347 Agritourism. (a) For the purposes of this section, the following terms shall
have the following meanings: (1) AGRICULTURAL. As defined in Section 41-14-51. (2) AGRITOURISM
ACTIVITY. Any of the following, whether or not a participant provides monetary or other valuable
compensation to participate in, view, or enjoy: a. An activity at an agricultural operation,
which is not already addressed under Sections 6-5-337 or 35-15-40, including, but not limited
to, farming, ranching, historic and cultural agricultural activities, self-pick farms, or
farmers' markets, provided the agritourism professional is selling his or her own product
at a location provided to, leased to, rented to, or owned by the agritourism professional
for the purpose of selling his or her own product. b. An activity involving an animal exhibition,
show, or competition at an agricultural fair or youth livestock show, which is not already
addressed under Section 6-5-337, including, but not limited to, FFA,...
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27-44-8
Section 27-44-8 Powers and duties of association. (a) If a member insurer is an impaired insurer,
the association may, in its discretion and subject to any conditions imposed by the association
that do not impair the contractual obligations of the impaired insurer, and that are approved
by the commissioner: (1) Guarantee or reinsure, or cause to be guaranteed, assumed, or reinsured,
any or all of the covered policies of the impaired insurers. (2) Provide such moneys, pledges,
notes, guarantees, or other means as are proper to effectuate subdivision (1), and assure
payment of the contractual obligations of the impaired insurer pending action under subdivision
(1). (b) If a member insurer is an insolvent insurer, the association shall, in its discretion
and subject to the approval of the commissioner, do either of the following: (1)a. Guarantee,
assume, or reinsure, or cause to be guaranteed, assumed, or reinsured, the covered policies
of the insolvent insurer. b. Assure payment of the...
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40-23-4
Section 40-23-4 Exemptions. (a) There are exempted from the provisions of this division and
from the computation of the amount of the tax levied, assessed, or payable under this division
the following: (1) The gross proceeds of the sales of lubricating oil and gasoline as defined
in Sections 40-17-30 and 40-17-170 and the gross proceeds from those sales of lubricating
oil destined for out-of-state use which are transacted in a manner whereby an out-of-state
purchaser takes delivery of such oil at a distributor's plant within this state and transports
it out-of-state, which are otherwise taxed. (2) The gross proceeds of the sale, or sales,
of fertilizer when used for agricultural purposes. The word "fertilizer" shall not
be construed to include cottonseed meal, when not in combination with other materials. (3)
The gross proceeds of the sale, or sales, of seeds for planting purposes and baby chicks and
poults. Nothing herein shall be construed to exempt or exclude from the computation of...
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10A-4-2.02
Section 10A-4-2.02 Required statement of purpose in certificate of formation. (a) Any corporation
whose certificate of formation includes as a stated purpose the performance of professional
services may be incorporated under this chapter by stating in its certificate of formation
that it is incorporated under this chapter. (b) A professional business corporation, other
than a nonprofit professional corporation, which is subject to this chapter shall cease being
governed by this chapter and shall be governed by the Alabama Business Corporation Law, if
it is a domestic corporation, if it amends its certificate of formation to delete the statement
that it is organized under this chapter, and conforms its articles to the Alabama Business
Corporation Law and, if it is a foreign corporation, complies with the provisions of this
title applicable to foreign entities. A domestic nonprofit professional corporation which
is subject to this chapter shall cease being governed by this chapter and...
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