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10A-1-7.12
Section 10A-1-7.12 Grounds for revocation. The Secretary of State may commence a proceeding
under Section 10A-1-7.13 to revoke the registration of a foreign entity authorized to transact
business in this state if: (1) the foreign entity does not deliver its annual report, if required
by law, to the Secretary of State within 180 days after it is due; (2) the foreign entity
does not pay within 180 days after they are due any applicable privilege or corporation share
tax, qualification fee or admission tax, or interest or penalties imposed by this title or
other law; (3) the foreign entity is without a registered agent or registered office in this
state for 60 days or more; (4) the foreign entity does not file a statement of change of registered
agent or registered office with the Secretary of State under Section 10A-1-5.32 within 60
days of the change or its registered agent does not file a change of name or change of address
of the registered office with the Secretary of State under...
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10A-4-5.02
Section 10A-4-5.02 Admission of foreign professional corporations. (a) A foreign professional
corporation shall be entitled to register under Article 7 of Chapter 1 for authority to render
professional services in Alabama only if: (1) A professional corporation incorporated under
this chapter would be allowed to register or procure a certificate of authority or equivalent
authorization to render professional services in the state under whose laws the foreign professional
corporation is organized; (2) The foreign professional corporation meets the requirements
of Section 10A-4-2.01; (3) The foreign professional corporation designates the Alabama licensed
individual or individuals through whom it will render professional services in Alabama and
the individual or individuals are not, at time of the designation, so designated by any other
foreign professional corporation; (4) The name of the foreign professional corporation meets
the requirements of Section 10A-1-5.08, provided that the...
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10A-2-16.02
Section 10A-2-16.02 Inspection of records by shareholders. REPEALED IN THE 2019 REGULAR SESSION
BY ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a)
A shareholder of a domestic corporation or of a foreign corporation with its principal office
within this state is entitled to inspect and copy, during regular business hours at the corporation's
principal office, or if its principal office is outside this state, at a reasonable location
within this state, specified by the corporation, any of the records of the corporation described
in Section 10A-2-16.01(e) if he or she gives the corporation written notice of his or her
demand at least five business days before the date on which he or she wishes to inspect and
copy. (b) A shareholder of a domestic corporation or of a foreign corporation with its principal
office within this state who shall have been a holder of record of shares for 180 days immediately
preceding his or her demand or who is the holder...
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10A-2-1.01
Section 10A-2-1.01 Short title and applicability. REPEALED IN THE 2019 REGULAR SESSION BY ACT
2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) This chapter
and Chapter 1, to the extent applicable to business corporations, shall be known and may be
cited as the "Alabama Business Corporation Law." (b) This chapter applies to a domestic
business corporation formed and existing under this title and to a foreign business corporation
that is transacting business in this state, regardless of whether the foreign corporation
is registered to transact business in this state. Without in any way limiting the generality
of any provision of this chapter or of any provision of Chapter 1, this chapter and the provisions
of Chapter 1 to the extent applicable to business corporations shall apply to banks, trust
companies, savings and loan associations, insurance companies, public utilities, and railroad
companies, except to the extent, if any, that any provision of this...
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10A-2-14.32
Section 10A-2-14.32 Receivership or custodianship. REPEALED IN THE 2019 REGULAR SESSION BY
ACT 2019-94 EFFECTIVE JANUARY 1, 2020. THIS IS NOT IN THE CURRENT CODE SUPPLEMENT. (a) A court
in a judicial proceeding brought to dissolve a corporation may appoint one or more receivers
to wind up and liquidate, or one or more custodians to manage the business and affairs of
the corporation. The court shall hold a hearing, after notifying all parties to the proceeding
and any interested persons designated by the court, before appointing a receiver or custodian.
The court appointing a receiver or custodian has exclusive jurisdiction over the corporation
and all of its property wherever located. (b) The court may appoint an individual, domestic
or foreign corporation, authorized to transact business in this state, or other entity as
receiver or custodian. The court may require the receiver or custodian to post bond, with
or without sureties, in an amount the court directs. (c) The court shall...
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10A-4-3.03
Section 10A-4-3.03 Liability generally. (a) Every individual who renders professional services
as an employee of a domestic or professional corporation shall be liable for any negligent
or wrongful act or omission in which he or she personally participates to the same extent
as if he or she rendered the services as a sole practitioner. (b) The personal liability of
a shareholder, employee, director, or officer of a domestic professional corporation, other
than a nonprofit corporation, shall be no greater in any respect than that of a shareholder,
employee, director, or officer of a corporation organized under the Alabama Business Corporation
Law. (c) The personal liability of a member, employee, director, or officer of a domestic
nonprofit professional corporation shall be no greater in any respect than that of a member,
employee, director, or officer of a corporation organized under the Alabama Nonprofit Corporation
Law. (d) The personal liability of a shareholder, member, employee,...
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27-2B-2
Section 27-2B-2 Definitions. As used in this chapter, these terms shall have the following
meanings: (1) ADJUSTED RBC REPORT. An RBC report which has been adjusted by the commissioner
in accordance with subsection (e) of Section 27-2B-3. (2) CORRECTIVE ORDER. An order issued
by the commissioner specifying corrective actions which the commissioner has determined are
required. (3) DOMESTIC INSURER. Any insurer domiciled in this state. (4) FOREIGN INSURER.
Any insurer which is licensed to do business in this state but not domiciled in this state.
(5) FRATERNAL BENEFIT SOCIETY. Any insurer licensed under Chapter 34. (6) HEALTH ORGANIZATION.
Any health care service plan, health maintenance organization, limited health service organization,
dental services corporation, or other managed care organization licensed under this title.
This term does not include any life and disability insurer or property and casualty insurer.
(7) INSURER. As defined in Section 27-1-2, including, without...
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40-14A-22
Section 40-14A-22 Levy and amount of tax. (a) Levy of tax. There is hereby levied an annual
privilege tax on every corporation, limited liability entity, and disregarded entity doing
business in Alabama, or organized, incorporated, qualified, or registered under the laws of
Alabama. The tax shall accrue as of January 1 of every taxable year, or in the case of a taxpayer
organized, incorporated, qualified, or registered during the year, or doing business in Alabama
for the first time, as of the date the taxpayer is organized, incorporated, registered, or
qualifies to do business, or begins to do business in Alabama, as the case may be. The taxpayer
shall be liable for the tax levied by this article for each year beginning before the taxpayer
has been dissolved or otherwise ceased to exist or has withdrawn or forfeited its qualification
to do business in Alabama. The amount of the tax due shall be determined by multiplying the
taxpayer's net worth in Alabama by the rate determined in...
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27-4A-2
Section 27-4A-2 Definitions. For the purposes of this chapter only, the following terms, unless
the context clearly indicates otherwise, shall have the meanings: (1) ANNUITY CONSIDERATIONS.
All sums received as consideration for annuity contracts. (2) COMMISSIONER. The Commissioner
of Insurance of the State of Alabama. (3) DEPARTMENT. The Department of Insurance of the State
of Alabama. (4) DOMESTIC INSURER. Any insurer organized under the laws of the State of Alabama
which maintains its principal office and chief place of business in the State of Alabama.
(5) FOREIGN INSURER. Any insurer organized under the laws of any country or of any state of
the United States other than the State of Alabama and any insurer organized under the laws
of Alabama which maintains its principal office or chief place of business outside the State
of Alabama. (6) INSURER. Every insurer as defined in Section 27-1-2, and every other insurance
company or association charging a premium for contracts entered...
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40-7-18
Section 40-7-18 Allocation of tax obligation between transferor and foreign corporate transferee
of property sold for certain purposes. (a) The public interest lying in the promotion of business
and industry in this state, it is the intent of the Legislature and declared to be the policy
of the State of Alabama by the passage of this section to promote and encourage industry and
business in Alabama and specifically to induce the location within this state of the principal
administrative office, principal distribution or manufacturing plant, or principal place of
business of foreign corporations engaged in manufacturing, industrial, commercial, business,
transportation, utility, public service, and research enterprise. This section shall be liberally
construed in conformity with the said intention. (b) When any real or personal property within
this state is sold to, acquired by or transferred to any foreign corporation during any property
tax year in connection with locating within this...
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