Title 10 — CORPORATIONS, PARTNERSHIPS AND ASSOCIATIONS.
- Chapter 1 — GENERAL PROVISIONS.
- Section 10-1-1 Alteration, amendment or extension of charter by incorporated medical, dental, pharmaceutical, etc., association.
- Section 10-1-2 Establishment of segregated, separate political funds; voluntary contributions; filing of disclosure reports; violations.
- Section 10-1-3 Alteration or amendment of charter by corporations not of business character; filing and contents of declarations; issuance of certificate; provisions cumulative.
- Chapter 2A — BUSINESS CORPORATIONS.
- Section 10-2A-300 Law applicable to close corporations.
- Section 10-2A-301 "Close corporation" defined; contents of articles of incorporation; number of shareholders.
- Section 10-2A-302 Formation of a close corporation.
- Section 10-2A-303 Election of existing corporation to become a close corporation.
- Section 10-2A-304 Voluntary termination of close corporation status by amendment of articles of incorporation; vote required.
- Section 10-2A-305 Issuance or transfer of shares of a close corporation in breach of qualifying conditions.
- Section 10-2A-306 Corporate option where a restriction on transfer of shares is held invalid.
- Section 10-2A-307 Agreements restricting discretion of directors.
- Section 10-2A-308 Management by shareholders.
- Section 10-2A-309 Appointment of custodian for close corporation.
- Section 10-2A-310 Appointment of a provisional director in certain cases.
- Section 10-2A-311 Shareholders' agreements.
- Section 10-2A-312 Shareholders' option to dissolve corporation.
- Section 10-2A-313 Effect of the close corporation provisions on other laws.
- Section 10-2A-70 Giving aid or contribution to political party or candidate, etc.; penalty; exception for voluntary separate political fund.
- Section 10-2A-70.1 Limitation on amount of political contribution; provisions supplemental.
- Section 10-2A-70.2 Corporation contributions to candidates, parties, etc.
- Chapter 2B — BUSINESS CORPORATIONS.
- Section 10-2B-1.01 Short title and applicability.
- Section 10-2B-1.02 Reservation of power to amend or repeal.
- Section 10-2B-1.20 Filing requirements.
- Section 10-2B-1.21 Forms.
- Section 10-2B-1.22 Filing, service, and copying fees.
- Section 10-2B-1.23 Effective time and date of document.
- Section 10-2B-1.24 Correcting filed document.
- Section 10-2B-1.25 Place of filing and filing duties of probate judge and Secretary of State.
- Section 10-2B-1.26 Appeal from probate judge's or Secretary of State's refusal to file document.
- Section 10-2B-1.27 Evidentiary effect of copy of filed document.
- Section 10-2B-1.28 Certificate of existence.
- Section 10-2B-1.29 Penalty for signing false document.
- Section 10-2B-1.30 Powers of probate judge and Secretary of State.
- Section 10-2B-1.40 Definitions.
- Section 10-2B-1.41 Notice.
- Section 10-2B-10.01 Authority to amend articles of incorporation.
- Section 10-2B-10.02 Amendment by board of directors.
- Section 10-2B-10.03 Amendment by board of directors and shareholders.
- Section 10-2B-10.04 Voting on amendments by voting groups.
- Section 10-2B-10.05 Amendment before issuance of shares.
- Section 10-2B-10.06 Articles of amendment.
- Section 10-2B-10.07 Restated articles of incorporation.
- Section 10-2B-10.08 Amendment pursuant to reorganization.
- Section 10-2B-10.09 Effect of amendment.
- Section 10-2B-10.20 Amendment by board of directors or shareholders.
- Section 10-2B-10.21 Bylaw increasing quorum or voting requirement for shareholders.
- Section 10-2B-10.22 Bylaw increasing quorum or voting requirement for directors.
- Section 10-2B-11.01 Merger.
- Section 10-2B-11.02 Share exchange.
- Section 10-2B-11.03 Action on plan.
- Section 10-2B-11.04 Merger of subsidiary.
- Section 10-2B-11.05 Articles of merger or share exchange.
- Section 10-2B-11.06 Effect of merger or share exchange.
- Section 10-2B-11.07 Merger or share exchange with foreign corporation.
- Section 10-2B-11.08 Merger of limited partnership with corporation.
- Section 10-2B-12.01 Sale of assets in regular course of business and mortgage of assets.
- Section 10-2B-12.02 Sale of assets other than in regular course of business.
- Section 10-2B-13.01 Definitions.
- Section 10-2B-13.02 Right to dissent.
- Section 10-2B-13.03 Dissent by nominees and beneficial owners.
- Section 10-2B-13.20 Notice of dissenters' rights.
- Section 10-2B-13.21 Notice of intent to demand payment.
- Section 10-2B-13.22 Dissenters' notice.
- Section 10-2B-13.23 Duty to demand payment.
- Section 10-2B-13.24 Share restrictions.
- Section 10-2B-13.25 Offer of payment.
- Section 10-2B-13.26 Failure to take corporate action.
- Section 10-2B-13.27 Reserved.
- Section 10-2B-13.28 Procedure if shareholder dissatisfied with offer of payment.
- Section 10-2B-13.30 Court action.
- Section 10-2B-13.31 Court costs and counsel fees.
- Section 10-2B-13.32 Status of shares after payment.
- Section 10-2B-14.01 Dissolution by incorporators or initial directors.
- Section 10-2B-14.02 Dissolution by board of directors and shareholders.
- Section 10-2B-14.03 Articles of dissolution.
- Section 10-2B-14.04 Revocation of dissolution.
- Section 10-2B-14.05 Effect of dissolution.
- Section 10-2B-14.06 Known claims against dissolved corporation.
- Section 10-2B-14.07 Unknown claims against dissolved corporation.
- Section 10-2B-14.20 Grounds for administrative dissolution.
- Section 10-2B-14.21 Procedure for and effect of administrative dissolution.
- Section 10-2B-14.22 Reinstatement following administrative dissolution.
- Section 10-2B-14.23 Appeal from denial of reinstatement.
- Section 10-2B-14.30 Grounds for judicial dissolution.
- Section 10-2B-14.31 Procedure for judicial dissolution.
- Section 10-2B-14.32 Receivership or custodianship.
- Section 10-2B-14.33 Decree of dissolution.
- Section 10-2B-14.34 Election to purchase in lieu of dissolution.
- Section 10-2B-14.40 Deposit with Commissioner of Revenue.
- Section 10-2B-15.01 Authority to transact business required.
- Section 10-2B-15.02 Consequences of transacting business without authority.
- Section 10-2B-15.03 Application for certificate of authority.
- Section 10-2B-15.04 Amended certificate of authority.
- Section 10-2B-15.05 Effect of certificate of authority.
- Section 10-2B-15.06 Corporate name of foreign corporation.
- Section 10-2B-15.07 Registered office and registered agent of foreign corporation.
- Section 10-2B-15.08 Change of registered office or registered agent of foreign corporation.
- Section 10-2B-15.09 Resignation of registered agent of foreign corporation.
- Section 10-2B-15.10 Service on foreign corporation.
- Section 10-2B-15.11 Out of state business or property of foreign corporation not subject to control or regulation.
- Section 10-2B-15.12 Right of eminent domain.
- Section 10-2B-15.13 Extension of lines, tracks, ways, or works into state.
- Section 10-2B-15.20 Withdrawal of foreign corporation.
- Section 10-2B-15.30 Grounds for revocation.
- Section 10-2B-15.31 Procedure for and effect of revocation.
- Section 10-2B-15.32 Appeal from revocation.
- Section 10-2B-15.40 Definitions.
- Section 10-2B-15.41 Authority of foreign corporation to act as fiduciary.
- Section 10-2B-15.42 Filing of verified statement with Commissioner of Revenue by foreign corporation prior to acting as fiduciary.
- Section 10-2B-15.43 Foreign corporation acting as fiduciary not deemed doing business in this state.
- Section 10-2B-15.44 Foreign corporation previously acting in fiduciary capacity in state.
- Section 10-2B-15.45 Service of process on foreign corporation acting in fiduciary capacity.
- Section 10-2B-16.01 Corporate records.
- Section 10-2B-16.02 Inspection of records by shareholders.
- Section 10-2B-16.03 Scope of inspection right.
- Section 10-2B-16.04 Court-ordered inspection.
- Section 10-2B-16.20 Financial statements for shareholders.
- Section 10-2B-16.21 Other reports to shareholders.
- Section 10-2B-16.22 Annual report for Secretary of State.
- Section 10-2B-17.01 Application to existing domestic corporations.
- Section 10-2B-17.02 Application to qualified foreign corporations.
- Section 10-2B-17.03 Saving provisions.
- Section 10-2B-2.01 Incorporators.
- Section 10-2B-2.02 Articles of incorporation.
- Section 10-2B-2.03 Incorporation.
- Section 10-2B-2.04 Liability for preincorporation transaction.
- Section 10-2B-2.05 Organization of corporation.
- Section 10-2B-2.06 Bylaws.
- Section 10-2B-2.07 Emergency bylaws.
- Section 10-2B-2.08 Incorporation by purchasers of property or franchise of corporation.
- Section 10-2B-3.01 Purposes.
- Section 10-2B-3.02 General powers.
- Section 10-2B-3.03 Emergency powers.
- Section 10-2B-3.04 Ultra vires.
- Section 10-2B-4.01 Corporate name.
- Section 10-2B-4.02 Reserved name.
- Section 10-2B-4.03 Registered name.
- Section 10-2B-5.01 Registered office and registered agent.
- Section 10-2B-5.02 Change of registered office or registered agent.
- Section 10-2B-5.03 Resignation of registered agent.
- Section 10-2B-5.04 Service on corporation.
- Section 10-2B-6.01 Authorized shares.
- Section 10-2B-6.02 Terms of class or series determined by board of directors.
- Section 10-2B-6.03 Issued and outstanding shares.
- Section 10-2B-6.04 Fractional shares.
- Section 10-2B-6.20 Subscription for shares before incorporation.
- Section 10-2B-6.21 Issuance of shares.
- Section 10-2B-6.22 Liability of shareholders and subscribers.
- Section 10-2B-6.23 Share dividends.
- Section 10-2B-6.24 Share options.
- Section 10-2B-6.25 Form and content of certificates.
- Section 10-2B-6.26 Shares without certificates.
- Section 10-2B-6.27 Restriction on transfer of shares and other securities.
- Section 10-2B-6.28 Expense of issue.
- Section 10-2B-6.30 Shareholders' preemptive rights.
- Section 10-2B-6.31 Corporation's acquisition of its own shares.
- Section 10-2B-6.32 Cancellation of reacquired shares.
- Section 10-2B-6.40 Distributions to shareholders.
- Section 10-2B-7.01 Annual meeting.
- Section 10-2B-7.02 Special meeting.
- Section 10-2B-7.03 Court-ordered meeting.
- Section 10-2B-7.04 Action without meeting.
- Section 10-2B-7.05 Notice of meeting.
- Section 10-2B-7.06 Waiver of notice.
- Section 10-2B-7.07 Record date.
- Section 10-2B-7.20 Shareholders' list for meeting.
- Section 10-2B-7.21 Voting entitlement of shares.
- Section 10-2B-7.22 Proxies.
- Section 10-2B-7.23 Shares held by nominees.
- Section 10-2B-7.24 Corporation's acceptance of votes.
- Section 10-2B-7.25 Quorum and voting requirements for voting groups.
- Section 10-2B-7.26 Action by single and multiple voting groups.
- Section 10-2B-7.27 Greater quorum or voting requirements.
- Section 10-2B-7.28 Voting for directors; cumulative voting.
- Section 10-2B-7.30 Voting trust.
- Section 10-2B-7.31 Voting agreements.
- Section 10-2B-7.32 Shareholder agreements.
- Section 10-2B-8.01 Requirement for and duties of board of directors.
- Section 10-2B-8.02 Qualifications of directors.
- Section 10-2B-8.03 Number and election of directors.
- Section 10-2B-8.04 Election of directors by certain classes of shareholders.
- Section 10-2B-8.05 Terms of directors generally.
- Section 10-2B-8.06 Staggered terms for directors.
- Section 10-2B-8.07 Resignation of directors.
- Section 10-2B-8.08 Removal of directors by shareholders.
- Section 10-2B-8.09 Removal of directors by judicial proceeding.
- Section 10-2B-8.10 Vacancy on board.
- Section 10-2B-8.11 Compensation of directors.
- Section 10-2B-8.20 Meetings.
- Section 10-2B-8.21 Action without meeting.
- Section 10-2B-8.22 Notice of meeting.
- Section 10-2B-8.23 Waiver of notice.
- Section 10-2B-8.24 Quorum and voting.
- Section 10-2B-8.25 Committees.
- Section 10-2B-8.30 General standards for directors.
- Section 10-2B-8.31 Fiduciary obligations not impaired.
- Section 10-2B-8.32 Depreciating stocks or bonds of corporation with intent to buy.
- Section 10-2B-8.33 Liability for unlawful distributions.
- Section 10-2B-8.40 Required officers.
- Section 10-2B-8.41 Duties of officers.
- Section 10-2B-8.42 Standards of conduct for officers.
- Section 10-2B-8.43 Resignation and removal of officers.
- Section 10-2B-8.44 Contract rights of officers.
- Section 10-2B-8.50 Definitions.
- Section 10-2B-8.51 Authority to indemnify.
- Section 10-2B-8.52 Mandatory indemnification.
- Section 10-2B-8.53 Advance for expenses.
- Section 10-2B-8.54 Court-ordered indemnification.
- Section 10-2B-8.55 Determination and authorization of indemnification.
- Section 10-2B-8.56 Indemnification of officers, employees, and agents.
- Section 10-2B-8.57 Insurance.
- Section 10-2B-8.58 Application of indemnification provisions.
- Section 10-2B-8.60 Definitions.
- Section 10-2B-8.61 Judicial action.
- Section 10-2B-8.62 Directors' action.
- Section 10-2B-8.63 Shareholders' action.
- Chapter 3A — NONPROFIT CORPORATIONS.
- Section 10-3A-1 Short title.
- Section 10-3A-100 Procedure for merger.
- Section 10-3A-101 Procedure for consolidation.
- Section 10-3A-102 Approval of merger or consolidation.
- Section 10-3A-103 Articles of merger or consolidation.
- Section 10-3A-104 Effect of merger or consolidation.
- Section 10-3A-105 Merger or consolidation of domestic and foreign corporations.
- Section 10-3A-120 Sale, lease, exchange, or mortgage of assets.
- Section 10-3A-140 Voluntary dissolution.
- Section 10-3A-141 Distribution of assets.
- Section 10-3A-142 Plan of distribution.
- Section 10-3A-143 Revocation of voluntary dissolution proceedings.
- Section 10-3A-144 Articles of dissolution.
- Section 10-3A-145 Filing of articles of dissolution.
- Section 10-3A-146 Involuntary dissolution.
- Section 10-3A-147 Notification to Attorney General.
- Section 10-3A-148 Venue and process.
- Section 10-3A-149 Jurisdiction of court to liquidate assets and affairs of corporation.
- Section 10-3A-150 Procedure in liquidation of corporation by court.
- Section 10-3A-151 Qualification of receivers.
- Section 10-3A-152 Filing of claims in liquidation proceedings.
- Section 10-3A-153 Discontinuance of liquidation proceedings.
- Section 10-3A-154 Order of involuntary dissolution.
- Section 10-3A-155 Filing of order of dissolution.
- Section 10-3A-156 Deposits with State Treasurer.
- Section 10-3A-157 Survival of remedy after dissolution.
- Section 10-3A-170 Admission of foreign corporation.
- Section 10-3A-171 Powers of foreign corporation.
- Section 10-3A-172 Corporate name of foreign corporation.
- Section 10-3A-173 Application for certificate of authority.
- Section 10-3A-174 Filing of application for certificate of authority.
- Section 10-3A-175 Effect of certificate of authority.
- Section 10-3A-176 Registered office and registered agent of foreign corporation.
- Section 10-3A-177 Change of registered office or registered agent of foreign corporation.
- Section 10-3A-178 Service of process on foreign corporation.
- Section 10-3A-179 Amendment to articles of incorporation of foreign corporation.
- Section 10-3A-180 Merger of foreign corporation authorized to conduct affairs in Alabama.
- Section 10-3A-181 Amended certificate of authority.
- Section 10-3A-182 Withdrawal of foreign corporation.
- Section 10-3A-183 Filing of application for withdrawal.
- Section 10-3A-184 Revocation of certificate of authority.
- Section 10-3A-185 Issuance of certificate of revocation.
- Section 10-3A-186 Conducting affairs without certificate of authority.
- Section 10-3A-2 Definitions.
- Section 10-3A-20 General powers.
- Section 10-3A-200 Fees for filing documents and issuing certificates.
- Section 10-3A-201 Miscellaneous charges.
- Section 10-3A-202 Penalties for false statements by directors and officers.
- Section 10-3A-21 Defense of ultra vires.
- Section 10-3A-22 Corporate name.
- Section 10-3A-220 Powers of probate judge and Secretary of State.
- Section 10-3A-221 Appeal from probate judge or Secretary of State.
- Section 10-3A-222 Certificates and certified copies to be received in evidence.
- Section 10-3A-223 Unauthorized assumption of corporate powers.
- Section 10-3A-223.1 Applicability to Young Men's Christian Association of Mobile.
- Section 10-3A-224 Reservation of power.
- Section 10-3A-225 Effect of repeal of prior acts.
- Section 10-3A-23 Registered office and registered agent.
- Section 10-3A-24 Change of registered office or registered agent.
- Section 10-3A-25 Service of process on corporation.
- Section 10-3A-26 Members.
- Section 10-3A-27 Bylaws.
- Section 10-3A-28 Meetings of members.
- Section 10-3A-29 Notice of members' meetings.
- Section 10-3A-3 Applicability.
- Section 10-3A-30 Waiver of notice.
- Section 10-3A-31 Voting of members.
- Section 10-3A-32 Quorum of members.
- Section 10-3A-33 Greater voting requirements.
- Section 10-3A-34 Board of directors.
- Section 10-3A-35 Number and election of directors; terms; removal from office.
- Section 10-3A-36 Vacancies.
- Section 10-3A-37 Quorum of directors.
- Section 10-3A-38 Committees.
- Section 10-3A-39 Place and notice of directors' meetings; committee meetings.
- Section 10-3A-4 Purposes.
- Section 10-3A-40 Action by members or directors without meeting.
- Section 10-3A-41 Officers.
- Section 10-3A-42 Removal of officers.
- Section 10-3A-43 Books and records.
- Section 10-3A-44 Shares of stock and dividends prohibited; compensation and benefits permitted.
- Section 10-3A-45 Loans to directors and officers prohibited.
- Section 10-3A-60 Incorporators.
- Section 10-3A-61 Articles of incorporation.
- Section 10-3A-62 Filing of articles of incorporation.
- Section 10-3A-63 Effect of filing articles of incorporation and issuance of certificate of incorporation.
- Section 10-3A-64 Organization meetings.
- Section 10-3A-80 Right to amend articles of incorporation.
- Section 10-3A-81 Procedure to amend articles of incorporation.
- Section 10-3A-82 Articles of amendment.
- Section 10-3A-83 Filing and effectiveness of articles of amendment.
- Section 10-3A-84 Restated articles of incorporation.
- Chapter 3B — UNINCORPORATED NONPROFIT ASSOCIATIONS.
- Section 10-3B-1 Short title.
- Section 10-3B-10 Disposition of personal property of inactive or dissolved nonprofit association.
- Section 10-3B-11 Appointment of agent to receive service of process.
- Section 10-3B-12 Claim not abated by change of members or offices.
- Section 10-3B-13 Venue.
- Section 10-3B-14 Summons and compaint; service on whom.
- Section 10-3B-15 Transition concerning real and personal property.
- Section 10-3B-16 Other acts not repealed.
- Section 10-3B-17 Savings clause.
- Section 10-3B-18 Uniformity of application and construction.
- Section 10-3B-2 Definitions.
- Section 10-3B-3 Supplementary general principles of law and equity.
- Section 10-3B-4 Governance.
- Section 10-3B-5 Real and personal property; nonprofit association as legatee, devisee, or beneficiary.
- Section 10-3B-6 Statement of authority as to real property.
- Section 10-3B-7 Liability in tort and contract.
- Section 10-3B-8 Capacity to assert and defend; standing.
- Section 10-3B-9 Effect of judgment or order.
- Chapter 4 — PARTICULAR CORPORATIONS, ASSOCIATIONS, ETC.
- Section 10-4-1 Authority to incorporate.
- Section 10-4-100 Applicability of article.
- Section 10-4-101 Incorporation.
- Section 10-4-102 Health care facilities which may participate.
- Section 10-4-103 Board of directors.
- Section 10-4-104 Bylaws.
- Section 10-4-105 Altering, amending or changing charter.
- Section 10-4-106 Certificates of authority; contracts with public.
- Section 10-4-107 License, privilege or other taxes by municipalities or counties prohibited.
- Section 10-4-108 Selection of health care facility by certificate holders.
- Section 10-4-109 Regulation of rates, charges, fees and dues.
- Section 10-4-110 Examination power of Commissioner of Insurance.
- Section 10-4-111 Certificates for agents; filing of health service certificates.
- Section 10-4-112 Deposit of securities with State Treasurer.
- Section 10-4-113 Filing of annual statements.
- Section 10-4-114 Review of decisions, etc., by Commissioner of Insurance.
- Section 10-4-115 Applicability of insurance laws.
- Section 10-4-130 Definitions.
- Section 10-4-131 Incorporation.
- Section 10-4-132 First meeting.
- Section 10-4-133 Powers of corporation.
- Section 10-4-134 Membership - Application; when effective.
- Section 10-4-135 Membership - Withdrawal.
- Section 10-4-136 Directors and officers.
- Section 10-4-137 Corporation to be state development company.
- Section 10-4-138 Powers of stockholders and members.
- Section 10-4-139 Rights to shares, bonds, securities or other evidences of corporate indebtedness.
- Section 10-4-140 Loans to corporation by members.
- Section 10-4-141 Credit of state not to be pledged.
- Section 10-4-142 Taking of security by mortgage or otherwise.
- Section 10-4-143 Tax exemptions, credits and privileges.
- Section 10-4-144 Occupational license taxes.
- Section 10-4-145 Setting apart of earned surplus.
- Section 10-4-146 Deposit of funds in designated depository.
- Section 10-4-147 Annual examination and reports.
- Section 10-4-148 Fiscal year.
- Section 10-4-149 Amendment of articles of incorporation.
- Section 10-4-150 Duration of corporation.
- Section 10-4-151 Dissolution.
- Section 10-4-152 Applicability of laws regulating securities.
- Section 10-4-170 Definitions.
- Section 10-4-171 Right of majority group of local organization in fraternal property.
- Section 10-4-172 Withdrawal from parent organization and use of fraternal property free from trust clause.
- Section 10-4-173 Right to set up unit independent of parent corporation.
- Section 10-4-174 Declaratory actions - Institution of action.
- Section 10-4-175 Declaratory actions - Service of process.
- Section 10-4-176 Declaratory actions - Averments of plaintiff.
- Section 10-4-177 Declaratory actions - Judgment.
- Section 10-4-178 Averments as to loans from parent organization; judgment to provide for repayment and lien for unsecured loans.
- Section 10-4-179 Effect of article on existing liens or mortgages.
- Section 10-4-190 Incorporation.
- Section 10-4-191 Officers; constitution; bylaws.
- Section 10-4-192 Powers.
- Section 10-4-193 Exemption of certain waterworks from ad valorem taxes and state or county license taxes on gross receipts.
- Section 10-4-194 Recognition of associations of lessees, etc.; arbitration of certain disputes arising under real estate leases.
- Section 10-4-2 Proceedings to incorporate.
- Section 10-4-20 Incorporation.
- Section 10-4-21 Powers of corporation.
- Section 10-4-210 Restrictions; powers of courts and Attorney General not impaired.
- Section 10-4-22 Independence of church corporations in control of real property.
- Section 10-4-23 Validity of service of process on trustee.
- Section 10-4-24 Borrowing of money and securing same by mortgage or deed of trust.
- Section 10-4-25 Sale and conveyance of property.
- Section 10-4-26 Effect of recital in minutes on proceedings under Sections 10-4-24 and 10-4-25.
- Section 10-4-260 Authority to form corporation.
- Section 10-4-27 Burial societies - Special powers.
- Section 10-4-28 Burial societies - Chairman and members of board.
- Section 10-4-280 Incorporation.
- Section 10-4-3 Certificate of incorporation.
- Section 10-4-320 Rights, powers and authority.
- Section 10-4-321 Duty to serve public.
- Section 10-4-322 Procedure for condemnation.
- Section 10-4-323 Dams considered as authorized by Legislature.
- Section 10-4-380 Short title.
- Section 10-4-381 Applicability of Business Corporation Act and Nonprofit Corporation Act.
- Section 10-4-382 Definitions.
- Section 10-4-383 Purposes for which professional corporations may be organized.
- Section 10-4-384 Applicability of article generally.
- Section 10-4-385 Powers of professional corporation generally; profession limited by articles of incorporation.
- Section 10-4-386 Rendition of professional services.
- Section 10-4-387 Corporate name.
- Section 10-4-388 Issuance and transfer of shares.
- Section 10-4-389 Death or disqualification of shareholder.
- Section 10-4-390 Liability generally.
- Section 10-4-391 Professional relationships; privileged communications.
- Section 10-4-392 Voting trusts.
- Section 10-4-393 Directors and officers.
- Section 10-4-394 Amendments to articles of incorporation.
- Section 10-4-395 Merger and consolidation.
- Section 10-4-396 Involuntary dissolution at request of licensing authority.
- Section 10-4-397 Admission of foreign professional corporations.
- Section 10-4-398 Revocation of certificate of authority.
- Section 10-4-399 Annual report of domestic and foreign professional corporations.
- Section 10-4-4 Powers.
- Section 10-4-40 Formation of ministers into body corporate.
- Section 10-4-400 Interrogatories by licensing authority.
- Section 10-4-401 Penalty for false statement, etc.; procedure upon failure to answer interrogatories.
- Section 10-4-402 Article does not restrict regulation by licensing authority.
- Section 10-4-403 Application to existing corporations.
- Section 10-4-404 Reservation of power of Legislature.
- Section 10-4-405 Effect of repeal of prior acts.
- Section 10-4-406 Application to unincorporated professional associations.
- Section 10-4-41 Powers of corporation.
- Section 10-4-42 Changing of corporate name.
- Section 10-4-43 Incorporation by successor of unincorporated or defectively incorporated conference.
- Section 10-4-5 Certificate of succession by successor of bishop.
- Section 10-4-6 Appointment of administrator to act while bishopric vacant.
- Section 10-4-60 Powers of conventions or associations.
- Section 10-4-61 Establishment of schools, hospitals, orphanages, etc., by state, sectional or national conventions or associations.
- Section 10-4-62 Perpetual existence of conventions or associations.
- Section 10-4-63 Ratification and confirmation of corporate existence.
- Section 10-4-7 Dissolution.
- Section 10-4-8 Fees to be paid Secretary of State.
- Section 10-4-80 Amendment of charter; fees for filing same; certified copy thereof.
- Section 10-4-81 Distribution of proceeds when corporation ceases business.
- Section 10-4-82 Disposition of property of educational corporations where the stockholders are unknown or the number of shares is unknown.
- Section 10-4-9 Records and certificates prima facie evidence.
- Chapter 5 — POWERS, RIGHTS AND DUTIES OF CERTAIN CORPORATIONS.
- Section 10-5-1 Power of eminent domain in internal improvement or public utility corporations.
- Section 10-5-10 Conveyance of franchises, rights, roadbed and property to another railroad corporation.
- Section 10-5-11 Aiding of another corporation in railroad construction or entering into line arrangements.
- Section 10-5-12 Operation of railroads or canals without state and making extensions within state by railroad, mining, manufacturing and quarrying companies.
- Section 10-5-13 Construction and operation of connections to public ways by mining, manufacturing and quarrying corporations.
- Section 10-5-14 Contracting with local authorities on use of public roads and places by internal improvement and public utility corporations.
- Section 10-5-2 Condemnation for ways and rights-of-way, etc., by railroad companies.
- Section 10-5-2.1 Railroads authorized to transfer abandoned rights-of-way.
- Section 10-5-3 Condemnation for rights-of-way or easements by mining, manufacturing, industrial, power and quarrying companies.
- Section 10-5-4 Condemnation of ways and rights-of-way by companies constructing, operating or maintaining internal improvement or public utility.
- Section 10-5-5 Construction through curtilage of house, etc., without consent prohibited.
- Section 10-5-6 Condemnation of water sources, riparian rights and necessary lands by waterworks corporation.
- Section 10-5-7 Condemnation of lands for depots, yards and tracks by railroads.
- Section 10-5-8 Rights of condemning corporations in selection of routes and sites.
- Section 10-5-9 Operation of transportation methods for persons or property by railroad, mining, manufacturing and quarrying companies.
- Chapter 6 — INFANT STOCKHOLDERS.
- Section 10-6-1 Corporation without notice of infancy may treat infant as having capacity to vote, transfer, etc.
- Section 10-6-2 Infant not entitled to disaffirm as against corporation without notice of infancy.
- Section 10-6-3 Right of infant to receive dividends in own name.
- Section 10-6-4 Effect of chapter on Transfers to Minors Act, etc.
- Chapter 7 — PROSECUTION OF CORPORATIONS.
- Chapter 8 — PARTNERSHIPS GENERALLY.
- Section 10-8-1 (Repealed effective January 1, 2001) Short title.
- Section 10-8-100 (Repealed effective January 1, 2001) Right to contribution from copartners; exceptions.
- Section 10-8-101 (Repealed effective January 1, 2001) Effect on partner's existing liability; discharge; deceased partners.
- Section 10-8-102 (Repealed effective January 1, 2001) Continuing business with new or different partners; liability of new and retiring partners; assignees and assignors.
- Section 10-8-103 (Repealed effective January 1, 2001) Rights of retiring partners or estate of deceased partners.
- Section 10-8-2 (Repealed effective January 1, 2001) Definitions.
- Section 10-8-20 (Repealed effective January 1, 2001) Determination of whether partnership exists.
- Section 10-8-21 (Repealed effective January 1, 2001) Continuation after termination of term or undertaking.
- Section 10-8-3 (Repealed effective January 1, 2001) "Knowledge" or "notice" of a fact.
- Section 10-8-4 (Repealed effective January 1, 2001) Rules for cases not provided for by chapter.
- Section 10-8-40 (Repealed effective January 1, 2001) Nature of partner's interest in partnership.
- Section 10-8-41 (Repealed effective January 1, 2001) Assignment of partner's interest; rights of assignees.
- Section 10-8-42 (Repealed effective January 1, 2001) Charging interest of debtor partner.
- Section 10-8-43 (Repealed effective January 1, 2001) Rights and duties of partners.
- Section 10-8-44 (Repealed effective January 1, 2001) Rights where contract rescinded for fraud or misrepresentation.
- Section 10-8-45 (Repealed effective January 1, 2001) Keeping of partnership books; right to inspect same.
- Section 10-8-46 (Repealed effective January 1, 2001) Duty to render information.
- Section 10-8-47 (Repealed effective January 1, 2001) Right of partner to formal accounting.
- Section 10-8-48 (Repealed effective January 1, 2001) Partner accountable as fiduciary.
- Section 10-8-49 (Repealed effective January 1, 2001) Partners as agents of partnership.
- Section 10-8-5 (Repealed effective January 1, 2001) Certain associations not affected by chapter; applicability of chapter to limited partnerships.
- Section 10-8-50 (Repealed effective January 1, 2001) Admission or representation of partner as evidence against partnership.
- Section 10-8-51 (Repealed effective January 1, 2001) Notice or knowledge to one partner operates as notice to or knowledge of the partnership.
- Section 10-8-52 (Repealed effective January 1, 2001) Joint and several liability of partners.
- Section 10-8-53 (Repealed effective January 1, 2001) Liability of partnership for partners' wrongful acts or omissions.
- Section 10-8-54 (Repealed effective January 1, 2001) Liability of partnership for breach of trust.
- Section 10-8-55 (Repealed effective January 1, 2001) Liability of partner by estoppel.
- Section 10-8-56 (Repealed effective January 1, 2001) Liability of partner for obligations arising before admission to partnership.
- Section 10-8-6 (Repealed effective January 1, 2001) Construction of chapter.
- Section 10-8-7 (Repealed effective January 1, 2001) Certain statutes not affected by chapter.
- Section 10-8-70 (Repealed effective January 1, 2001) Presumptions as to partnership property.
- Section 10-8-71 (Repealed effective January 1, 2001) Property rights of partners.
- Section 10-8-72 (Repealed effective January 1, 2001) Co-ownership of specific partnership property; incidents of tenancy.
- Section 10-8-73 (Repealed effective January 1, 2001) Conveyance of real property.
- Section 10-8-90 (Repealed effective January 1, 2001) "Dissolution" defined.
- Section 10-8-91 (Repealed effective January 1, 2001) Causes.
- Section 10-8-92 (Repealed effective January 1, 2001) Order of court.
- Section 10-8-93 (Repealed effective January 1, 2001) Partnership not terminated.
- Section 10-8-94 (Repealed effective January 1, 2001) Effect on authority of partners.
- Section 10-8-95 (Repealed effective January 1, 2001) Binding of partnership by partner after dissolution.
- Section 10-8-96 (Repealed effective January 1, 2001) Right to wind up affairs.
- Section 10-8-97 (Repealed effective January 1, 2001) Rights of partners regarding partnership property.
- Section 10-8-98 (Repealed effective January 1, 2001) Partner's right to account of interest in partnership.
- Section 10-8-99 (Repealed effective January 1, 2001) Distribution of assets and liabilities; contribution.
- Chapter 8A — UNIFORM PARTNERSHIP ACT (1996)
- Section 10-8A-1001 Registered limited liability partnerships.
- Section 10-8A-1002 Name of registered limited liability partnership.
- Section 10-8A-1003 Registered office and registered agent.
- Section 10-8A-1004 Admissibility of registration information.
- Section 10-8A-1005 Cancellation of a registered limited liability partnership.
- Section 10-8A-1006 Registration of foreign registered limited liability partnerships.
- Section 10-8A-1007 Withdrawal of a qualified foreign registered limited liability partnership.
- Section 10-8A-1008 Effect of failure of foreign registered limited liability partnership to register.
- Section 10-8A-1009 Applicability of article to foreign and interstate commerce.
- Section 10-8A-101 Definitions.
- Section 10-8A-1010 Professional registered limited liability partnership provisions.
- Section 10-8A-102 Knowledge and notice.
- Section 10-8A-103 Effect of partnership agreement; nonwaivable provisions.
- Section 10-8A-104 Supplemental principles of law.
- Section 10-8A-105 Execution, filing, and recording of statements.
- Section 10-8A-106 Law governing internal relations.
- Section 10-8A-107 Partnership subject to amendment or repeal of chapter.
- Section 10-8A-1101 Uniformity of application and construction.
- Section 10-8A-1102 Short title.
- Section 10-8A-1103 Severability clause.
- Section 10-8A-1104 Effective date.
- Section 10-8A-1105 Repeals.
- Section 10-8A-1106 Applicability.
- Section 10-8A-1107 Savings clause.
- Section 10-8A-1108 Composite returns.
- Section 10-8A-1109 Taxation of registered limited liability partnership.
- Section 10-8A-201 Partnership as entity.
- Section 10-8A-202 Formation of partnership.
- Section 10-8A-203 Partnership property.
- Section 10-8A-204 When property is partnership property.
- Section 10-8A-301 Partner agent of partnership.
- Section 10-8A-302 Transfer of partnership property.
- Section 10-8A-303 Statement of partnership authority.
- Section 10-8A-304 Statement of denial.
- Section 10-8A-305 Partnership liable for partner's actionable conduct.
- Section 10-8A-306 Partner's liability.
- Section 10-8A-307 Actions by and against partnership and partners.
- Section 10-8A-308 Liability of purported partner.
- Section 10-8A-401 Partner's rights and duties.
- Section 10-8A-402 Distributions in kind.
- Section 10-8A-403 Partner's rights and duties with respect to information.
- Section 10-8A-404 General standards of partner's conduct.
- Section 10-8A-405 Actions by partnership and partners.
- Section 10-8A-406 Continuation of partnership beyond definite term or particular undertaking.
- Section 10-8A-501 Partner not co-owner of partnership property.
- Section 10-8A-502 Partner's transferable interest in partnership.
- Section 10-8A-503 Transfer of partner's transferable interest.
- Section 10-8A-504 Partner's transferable interest subject to charging order.
- Section 10-8A-601 Events causing partner's dissociation.
- Section 10-8A-602 Partner's power to dissociate; wrongful dissociation.
- Section 10-8A-603 Effect of partner's dissociation.
- Section 10-8A-701 Purchase of dissociated partner's interest.
- Section 10-8A-702 Dissociated partner's power to bind and liability to partnership.
- Section 10-8A-703 Dissociated partner's liability to other persons.
- Section 10-8A-704 Statement of dissociation.
- Section 10-8A-705 Continued use of partnership name.
- Section 10-8A-801 Events causing dissolution and winding up of partnership business.
- Section 10-8A-802 Partnership continues after dissolution.
- Section 10-8A-803 Right to wind up partnership business.
- Section 10-8A-804 Partner's power to bind partnership after dissolution.
- Section 10-8A-805 Statement of dissolution.
- Section 10-8A-806 Partner's liability to other partners after dissolution.
- Section 10-8A-807 Settlement of accounts and contributions among partners.
- Section 10-8A-901 Definitions.
- Section 10-8A-902 Conversion of partnership to limited partnership, corporation or limited liability company.
- Section 10-8A-903 Conversion of limited partnership, corporation or limited liability company to partnership.
- Section 10-8A-904 Effect of conversion; entity unchanged.
- Section 10-8A-905 Merger of partnerships and business entities.
- Section 10-8A-906 Effect of merger.
- Section 10-8A-907 Statement of conversion or merger.
- Section 10-8A-908 Nonexclusive.
- Chapter 9 — LIMITED PARTNERSHIPS.TRANSFERRED AND REPEALED.
- Chapter 9A — LIMITED PARTNERSHIPS.
- Section 10-9A-1 Definitions.
- Section 10-9A-100 Interim distributions.
- Section 10-9A-101 Withdrawal of general partner.
- Section 10-9A-102 Withdrawal of limited partner.
- Section 10-9A-103 Distribution upon withdrawal.
- Section 10-9A-104 Distribution in kind.
- Section 10-9A-105 Right to distribution.
- Section 10-9A-106 Limitations on distribution.
- Section 10-9A-107 Liability upon return of contribution.
- Section 10-9A-120 Nature of partnership interest.
- Section 10-9A-121 Assignment of partnership interest.
- Section 10-9A-122 Rights of creditor.
- Section 10-9A-123 Right of assignee to become limited partner.
- Section 10-9A-124 Powers of successors in interest.
- Section 10-9A-140 Nonjudicial dissolution.
- Section 10-9A-141 Judicial dissolution.
- Section 10-9A-142 Winding up.
- Section 10-9A-143 Distribution of assets.
- Section 10-9A-144 Settling of accounts; applicability of section.
- Section 10-9A-160 Law governing.
- Section 10-9A-161 Registration.
- Section 10-9A-162 Issuance of registration.
- Section 10-9A-163 Name.
- Section 10-9A-164 Changes and amendments.
- Section 10-9A-165 Cancellation of registration.
- Section 10-9A-166 Transaction of business without registration.
- Section 10-9A-167 Action by Attorney General.
- Section 10-9A-180 Right of action.
- Section 10-9A-181 Proper plaintiff.
- Section 10-9A-182 Pleading.
- Section 10-9A-183 Expenses.
- Section 10-9A-190 Definition of "other business entity."
- Section 10-9A-191 Merger with business entities; approval of merger; termination or amendment of merger agreement.
- Section 10-9A-192 Requirements for certificate of merger; effective date; certificate of merger acting as certificate of cancellation.
- Section 10-9A-193 Vesting of certain rights, privileges, powers, property, liabilities and duties.
- Section 10-9A-194 Recording of certificate of merger; effect when Secretary of State files certificate; copy of certified certificate conclusive evidence of matters.
- Section 10-9A-195 Applicability of Article 5 of Chapter 2A, Title 10.
- Section 10-9A-2 Name.
- Section 10-9A-20 Certificate of limited partnership.
- Section 10-9A-200 Construction and application.
- Section 10-9A-201 Short title.
- Section 10-9A-202 Effect of repeal of prior provisions of code.
- Section 10-9A-203 Rules for cases not provided for in this chapter.
- Section 10-9A-21 Amendment to certificate.
- Section 10-9A-22 Cancellation of certificate.
- Section 10-9A-23 Execution of certificates.
- Section 10-9A-24 Amendment or cancellation by judicial act.
- Section 10-9A-25 Filing in office of probate judge.
- Section 10-9A-26 Liability for material false statement in certificate.
- Section 10-9A-27 Notice.
- Section 10-9A-3 Maintenance of office and agent required; report to the Secretary of State.
- Section 10-9A-4 Records to be kept; right of inspection.
- Section 10-9A-40 Admission of additional limited partners.
- Section 10-9A-41 Voting.
- Section 10-9A-42 Liability to third parties.
- Section 10-9A-43 Person erroneously believing himself limited partner.
- Section 10-9A-44 Information.
- Section 10-9A-5 Nature of business.
- Section 10-9A-6 Business transactions of partner with the partnership.
- Section 10-9A-60 Admission of additional general partners.
- Section 10-9A-61 Events of withdrawal.
- Section 10-9A-62 General powers and liabilities.
- Section 10-9A-63 Contributions by a general partner.
- Section 10-9A-64 Voting.
- Section 10-9A-80 Form of contribution.
- Section 10-9A-81 Liability for contributions.
- Section 10-9A-82 Sharing of profits and losses.
- Section 10-9A-83 Sharing of distributions.
- Chapter 9B — ALABAMA LIMITED PARTNERSHIP ACT OF 1997 REPEALED
- Section 10-9B-1001 Right of action.
- Section 10-9B-1002 Proper plaintiff.
- Section 10-9B-1003 Pleading.
- Section 10-9B-1004 Expenses.
- Section 10-9B-101 Definitions.
- Section 10-9B-102 Name.
- Section 10-9B-103 RESERVED.
- Section 10-9B-104 Specified office and agent.
- Section 10-9B-105 Records to be kept; right of inspection.
- Section 10-9B-106 Nature of business.
- Section 10-9B-107 Business transactions of partner with partnership.
- Section 10-9B-1101 Definitions.
- Section 10-9B-1102 Conversion of limited partnership to general partnership, corporation or limited liability company, or foreign limited partnership.
- Section 10-9B-1103 Conversion of general partnership, corporation, limited liability company, or foreign limited partnership to limited partnership.
- Section 10-9B-1104 Effect of conversion; entity unchanged.
- Section 10-9B-1105 Merger of limited partnerships and business entities.
- Section 10-9B-1106 Requirements for certificate of merger; certificate of merger serving as certificate of cancellation.
- Section 10-9B-1107 Effect of merger.
- Section 10-9B-1108 Nonexclusive.
- Section 10-9B-1201 Construction and application.
- Section 10-9B-1202 Short title.
- Section 10-9B-1203 Severability.
- Section 10-9B-1204 Effective date and repeal.
- Section 10-9B-1205 Rules for cases not provided for in this chapter.
- Section 10-9B-1206 Savings clause.
- Section 10-9B-201 Certificate of limited partnership.
- Section 10-9B-202 Amendment to certificate.
- Section 10-9B-203 Cancellation of certificate.
- Section 10-9B-204 Execution of certificates.
- Section 10-9B-205 Execution by judicial act.
- Section 10-9B-206 Filing in the office of the judge of probate.
- Section 10-9B-207 Liability for material false statement in certificate.
- Section 10-9B-208 Scope of notice.
- Section 10-9B-209 Restated certificate.
- Section 10-9B-301 Admission of limited partners.
- Section 10-9B-302 Voting.
- Section 10-9B-303 Liability to third parties.
- Section 10-9B-304 Person erroneously believing himself or herself a limited partner.
- Section 10-9B-305 Information.
- Section 10-9B-401 Admission of additional general partners.
- Section 10-9B-402 Events of withdrawal.
- Section 10-9B-403 General powers and liabilities.
- Section 10-9B-404 Contributions by general partner.
- Section 10-9B-405 Voting.
- Section 10-9B-501 Form of contribution.
- Section 10-9B-502 Liability for contribution.
- Section 10-9B-503 Sharing of profits and losses.
- Section 10-9B-504 Sharing of distributions.
- Section 10-9B-601 Interim distributions.
- Section 10-9B-602 Withdrawal of general partner.
- Section 10-9B-603 Withdrawal of limited partner.
- Section 10-9B-604 Distribution upon withdrawal.
- Section 10-9B-605 Distribution in kind.
- Section 10-9B-606 Right to distribution.
- Section 10-9B-607 Limitations on distribution.
- Section 10-9B-701 Nature of partnership interest.
- Section 10-9B-702 Assignment of partnership interest.
- Section 10-9B-703 Rights of creditor.
- Section 10-9B-704 Right of assignee to become limited partner.
- Section 10-9B-705 Powers of successors in interest.
- Section 10-9B-801 Nonjudicial dissolution.
- Section 10-9B-802 Judicial dissolution.
- Section 10-9B-803 Winding up.
- Section 10-9B-804 Distribution of assets.
- Section 10-9B-805 Settling of accounts; applicability of section.
- Section 10-9B-901 Law governing.
- Section 10-9B-902 Registration.
- Section 10-9B-903 Issuance of registration.
- Section 10-9B-904 Name.
- Section 10-9B-905 Changes and amendments.
- Section 10-9B-906 Cancellation of registration.
- Section 10-9B-907 Transaction of business without registration.
- Section 10-9B-908 Action by Attorney General.
- Chapter 9C — ALABAMA UNIFORM LIMITED PARTNERSHIP ACT OF 2010.
- Section 10-9C-1002 (Effective January 1, 2010) Derivative action.
- Section 10-9C-1003 (Effective January 1, 2010) Proper plaintiff.
- Section 10-9C-1004 (Effective January 1, 2010) Pleading.
- Section 10-9C-1005 (Effective January 1, 2010) Proceeds and expenses.
- Section 10-9C-101 (Effective January 1, 2010) Short title.
- Section 10-9C-102 (Effective January 1, 2010) Definitions.
- Section 10-9C-103 (Effective January 1, 2010) Knowledge and notice.
- Section 10-9C-104 (Effective January 1, 2010) Nature, purpose, and duration of entity.
- Section 10-9C-105 (Effective January 1, 2010) Powers.
- Section 10-9C-106 (Effective January 1, 2010) Governing law.
- Section 10-9C-107 (Effective January 1, 2010) Supplemental principles of law; rate of interest.
- Section 10-9C-108 (Effective January 1, 2010) Name.
- Section 10-9C-109 Reserved.
- Section 10-9C-110 (Effective January 1, 2010) Effect of partnership agreement; nonwaivable provisions.
- Section 10-9C-1101 (Effective January 1, 2010) Definitions.
- Section 10-9C-1103 (Effective January 1, 2010) Action on plan of conversion by converting limited partnership.
- Section 10-9C-1104 (Effective January 1, 2010) Filings required for conversion; effective date
- Section 10-9C-1105 (Effective January 1, 2010) Effect of conversion.
- Section 10-9C-1106 (Effective January 1, 2010) Merger.
- Section 10-9C-1107 (Effective January 1, 2010) Action on plan of merger by constituent limited partnership.
- Section 10-9C-1109 (Effective January 1, 2010) Effect of merger.
- Section 10-9C-111 (Effective January 1, 2010) Required information.
- Section 10-9C-1110 (Effective January 1, 2010) Restrictions on approval of conversions and mergers and on relinquishing LLLP status.
- Section 10-9C-1111 (Effective January 1, 2010) Liability of general partner after conversion or merger.
- Section 10-9C-1112 (Effective January 1, 2010) Power of general partners and persons dissociated as general partners to bind organization after conversion or merger.
- Section 10-9C-1113 (Effective January 1, 2010) Article not exclusive.
- Section 10-9C-112 (Effective January 1, 2010) Business transactions of partner with partnership.
- Section 10-9C-113 (Effective January 1, 2010) Dual capacity.
- Section 10-9C-114 (Effective January 1, 2010) Office and agent for service of process.
- Section 10-9C-115 (Effective January 1, 2010) Change of designated office or agent for service of process.
- Section 10-9C-116 (Effective January 1, 2010) Resignation of agent for service of process.
- Section 10-9C-117 (Effective January 1, 2010) Service of process.
- Section 10-9C-118 (Effective January 1, 2010) Consent and proxies of partners.
- Section 10-9C-1201 (Effective January 1, 2010) Uniformity of application and construction.
- Section 10-9C-1202 (Effective January 1, 2010) Severability clause.
- Section 10-9C-1203 (Effective January 1, 2010) Relation to Electronic Signatures in Global and National Commerce Act.
- Section 10-9C-1204 (Effective January 1, 2010) Effective date.
- Section 10-9C-1205 Reserved.
- Section 10-9C-1206 (Effective January 1, 2010.) Application to existing relationships.
- Section 10-9C-1207 (Effective January 1, 2010.) Savings clause.
- Section 10-9C-1208 (Effective January 1, 2010.) Classification.
- Section 10-9C-201 (Effective January 1, 2010) Formation of limited partnership; certificate of limited partnership.
- Section 10-9C-202 (Effective January 1, 2010) Amendment or restatement of certificate.
- Section 10-9C-203 (Effective January 1, 2010) Statement of termination.
- Section 10-9C-204 (Effective January 1, 2010) Signing of records.
- Section 10-9C-205 (Effective January 1, 2010) Signing and filing pursuant to judicial order.
- Section 10-9C-206 (Effective January 1, 2010) Delivery to and filing of records; effective time and date.
- Section 10-9C-207 (Effective January 1, 2010) Correcting filed record.
- Section 10-9C-208 (Effective January 1, 2010) Liability for false information in filed record.
- Section 10-9C-209 (Effective January 1, 2010) Certificate of existence or authorization.
- Section 10-9C-210 Reserved.
- Section 10-9C-301 (Effective January 1, 2010) Becoming limited partner.
- Section 10-9C-302 (Effective January 1, 2010) No right or power as limited partner to bind limited partnership.
- Section 10-9C-303 (Effective January 1, 2010) Liability to third parties.
- Section 10-9C-304 (Effective January 1, 2010) Right of limited partner and former limited partner to information.
- Section 10-9C-305 (Effective January 1, 2010) Limited duties of limited partners.
- Section 10-9C-306 (Effective January 1, 2010) Person erroneously believing self to be limited partner.
- Section 10-9C-401 (Effective January 1, 2010) Becoming general partner.
- Section 10-9C-402 (Effective January 1, 2010) General partner agent of limited partnership.
- Section 10-9C-403 (Effective January 1, 2010) Limited partnership liable for general partner's actionable conduct.
- Section 10-9C-404 (Effective January 1, 2010) General partner's liability.
- Section 10-9C-405 (Effective January 1, 2010) Actions by and against partnership and partners.
- Section 10-9C-406 (Effective January 1, 2010) Management rights of general partner.
- Section 10-9C-407 (Effective January 1, 2010) Right of general partner and former general partner to information.
- Section 10-9C-408 (Effective January 1, 2010) General standards of general partner's conduct.
- Section 10-9C-501 (Effective January 1, 2010) Form of contribution.
- Section 10-9C-502 (Effective January 1, 2010) Liability for contribution.
- Section 10-9C-503 (Effective January 1, 2010) Sharing of distributions.
- Section 10-9C-504 (Effective January 1, 2010) Interim distributions.
- Section 10-9C-506 (Effective January 1, 2010) Distribution in kind.
- Section 10-9C-507 (Effective January 1, 2010) Right to distribution.
- Section 10-9C-508 (Effective January 1, 2010) Limitations on distribution.
- Section 10-9C-509 (Effective January 1, 2010) Liability for improper distributions.
- Section 10-9C-601 (Effective January 1, 2010) Dissociation as limited partner.
- Section 10-9C-602 (Effective January 1, 2010) Effect of dissociation as limited partner.
- Section 10-9C-603 (Effective January 1, 2010) Dissociation as general partner.
- Section 10-9C-604 (Effective January 1, 2010) Person's power to dissociate as general partner; wrongful dissociation.
- Section 10-9C-605 (Effective January 1, 2010) Effect of dissociation as general partner.
- Section 10-9C-606 (Effective January 1, 2010) Power to bind and liability to limited partnership before dissolution of partnership of person dissociated as general partner.
- Section 10-9C-607 (Effective January 1, 2010) Liability to other persons of person dissociated as general partner.
- Section 10-9C-701 (Effective January 1, 2010) Partner's transferable interest.
- Section 10-9C-702 (Effective January 1, 2010) Transfer of partner's transferable interest.
- Section 10-9C-703 (Effective January 1, 2010) Rights of creditor of partner or transferee.
- Section 10-9C-704 (Effective January 1, 2010) Power of estate of deceased partner.
- Section 10-9C-801 (Effective January 1, 2010) Nonjudicial dissolution.
- Section 10-9C-802 (Effective January 1, 2010) Judicial dissolution.
- Section 10-9C-803 (Effective January 1, 2010) Winding up.
- Section 10-9C-804 (Effective January 1, 2010) Power of general partner and person dissociated as general partner to bind partnership after dissolution.
- Section 10-9C-805 (Effective January 1, 2010) Liability after dissolution of general partner and person dissociated as general partner to limited partnership, other general partners, and persons disso
- Section 10-9C-806 (Effective January 1, 2010) Known claims against dissolved limited partnership section.
- Section 10-9C-807 (Effective January 1, 2010) Other claims against dissolved limited partnership.
- Section 10-9C-808 (Effective January 1, 2010) Liability of general partner and person dissociated as general partner when claim against limited partnership barred.
- Section 10-9C-809 Reserved.
- Section 10-9C-810 Reserved.
- Section 10-9C-811 Reserved.
- Section 10-9C-812 (Effective January 1, 2010) Disposition of assets; when contributions required.
- Section 10-9C-901 (Effective January 1, 2010) Governing law.
- Section 10-9C-902 (Effective January 1, 2010) Application for certificate of authority.
- Section 10-9C-903 Reserved.
- Section 10-9C-904 (Effective January 1, 2010) Filing of certificate of authority.
- Section 10-9C-905 (Effective January 1, 2010) Noncomplying name of foreign limited partnership.
- Section 10-9C-906 (Effective January 1, 2010) Revocation of certificate of authority.
- Section 10-9C-907 (Effective January 1, 2010) Cancellation of certificate of authority; effect of failure to have certificate.
- Section 10-9C-908 (Effective January 1, 2010) Action by attorney general.
- Chapter 10 — UNINCORPORATED PROFESSIONAL ASSOCIATIONS.
- Section 10-10-1 Definitions.
- Section 10-10-10 Furnishing of statements to Secretary of State.
- Section 10-10-11 Effect of chapter on professional relationships; liability of members or shareholders.
- Section 10-10-12 Professional services to be rendered only through licensed officers or employees.
- Section 10-10-13 Withdrawal of members and employees becoming disqualified to practice; proceedings to dissolve noncomplying association.
- Section 10-10-14 Purchase of membership or shares of former member or shareholder.
- Section 10-10-15 Continuity of association independent of members or shareholders.
- Section 10-10-16 Distribution of assets on dissolution.
- Section 10-10-2 Laws governing - Generally; applicability of chapter.
- Section 10-10-3 Laws governing - Actions.
- Section 10-10-4 Formation; restriction on service rendered.
- Section 10-10-5 Articles of association; name of association; dissolution.
- Section 10-10-6 Purposes.
- Section 10-10-7 Stock and nonstock associations; nature and transferability of members' interests.
- Section 10-10-8 Board of governors; officers; bylaws; voting by members or shareholders.
- Section 10-10-9 Powers; conveyances; exemption from liability.
- Chapter 11 — LIABILITY OF OFFICERS OF NONPROFIT ORGANIZATIONS.
- Chapter 12 — LIMITED LIABILITY COMPANY ACT.
- Section 10-12-1 Short title.
- Section 10-12-10 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-11 Amendment of articles of organization.
- Section 10-12-12 Filing.
- Section 10-12-13 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-14 Existence of limited liability company.
- Section 10-12-15 Registered office and registered agent to be maintained.
- Section 10-12-16 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-17 Service of process.
- Section 10-12-18 Parties to actions.
- Section 10-12-19 Business transactions of a member with the limited liability company.
- Section 10-12-2 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability co
- Section 10-12-20 Liability of members to third parties.
- Section 10-12-21 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-22 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-23 Limited liability company property.
- Section 10-12-24 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-25 Derivative actions.
- Section 10-12-26 Contributions.
- Section 10-12-27 Liability for contributions.
- Section 10-12-28 Sharing of profits and losses.
- Section 10-12-29 (Applicable to limited liability companies organized after January 1, 1998, Limited Liability Companies Not Electing To Come Under the Pre-1997 Changes, and to all limited liability c
- Section 10-12-3 Purpose.
- Section 10-12-30 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-31 Admission of additional members.
- Section 10-12-32 Transferability of member's interest.
- Section 10-12-33 Right of assignee to become member.
- Section 10-12-34 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-35 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-36 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-37 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-38 Judicial dissolution.
- Section 10-12-39 Winding up.
- Section 10-12-4 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability co
- Section 10-12-40 Survival of remedy after dissolution.
- Section 10-12-41 Distribution of assets upon dissolution.
- Section 10-12-42 Articles of dissolution.
- Section 10-12-43 Known claims against dissolved limited liability company.
- Section 10-12-44 Unknown claims against dissolved limited liability company.
- Section 10-12-45 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-46 Foreign limited liability companies.
- Section 10-12-47 Registration.
- Section 10-12-48 Issuance of registration.
- Section 10-12-49 Name.
- Section 10-12-5 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability co
- Section 10-12-50 Changes and amendments.
- Section 10-12-51 Cancellation of registration.
- Section 10-12-52 Transacting business without registration.
- Section 10-12-53 Action by Attorney General.
- Section 10-12-54 Merger and consolidation.
- Section 10-12-55 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability c
- Section 10-12-56 Vesting of certain rights, privileges, powers, property, liabilities and duties.
- Section 10-12-57 Recording of articles of merger; effect when Secretary of State files articles; copy of certified articles conclusive evidence of matters.
- Section 10-12-58 Applicability of Article 5 of Chapter 2A of Title 10.
- Section 10-12-59 Fees, charges, and penalties to be collected by judge of probate and Secretary of State.
- Section 10-12-6 Nature of interest of member in limited liability company.
- Section 10-12-60 Fees for filing documents and issuing certificates; Secretary of State Limited Liability Companies Fund created; deposits and expenditures; deposits to State General Fund.
- Section 10-12-61 Miscellaneous charges.
- Section 10-12-7 Unauthorized assumption of powers.
- Section 10-12-8 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability co
- Section 10-12-9 (Applicable to limited liability companies organized after January 1, 1998, limited liability companies not electing to come under the pre-1997 changes, and to all limited liability co
- Chapter 13 — REAL ESTATE INVESTMENT TRUSTS.
- Section 10-13-1 Short title.
- Section 10-13-10 Restrictions on investments and use.
- Section 10-13-11 Annual report.
- Section 10-13-12 Inspection of records.
- Section 10-13-13 Filing fees.
- Section 10-13-14 Amendment of declaration.
- Section 10-13-15 Merger.
- Section 10-13-16 Termination of existence.
- Section 10-13-17 Liability of trust.
- Section 10-13-18 Nonliability of shareholders for obligations of trust.
- Section 10-13-19 Liability of trustee.
- Section 10-13-2 Definitions.
- Section 10-13-20 Service of process.
- Section 10-13-21 Income tax.
- Section 10-13-22 Share tax exemption.
- Section 10-13-23 Treatment of corporate real estate investment trust.
- Section 10-13-24 Treatment of distributions.
- Section 10-13-3 Permitted form of unincorporated trust or association.
- Section 10-13-4 Construction with other law.
- Section 10-13-5 Compliance required.
- Section 10-13-6 Declaration of trust.
- Section 10-13-7 Classification of shares.
- Section 10-13-8 Removal of trustees.
- Section 10-13-9 Powers.
- Chapter 14 — EMPLOYEE COOPERATIVE CORPORATIONS
- Section 10-14-1 Short title.
- Section 10-14-10 Internal capital accounts.
- Section 10-14-11 Internal capital account cooperatives.
- Section 10-14-12 Conversion of membership shares, etc.; merger of employee cooperatives.
- Section 10-14-2 Definitions.
- Section 10-14-3 Election as employee cooperative.
- Section 10-14-4 Revocation of election.
- Section 10-14-5 Corporate name.
- Section 10-14-6 Members; membership shares; rights and responsibilities.
- Section 10-14-7 Directors and officers.
- Section 10-14-8 Voting powers; amendment or repeal of bylaws; protection of stockholders.
- Section 10-14-9 Apportionment, etc., of net earnings or losses.
- Chapter 15 — Alabama Business Entities Conversion and Merger Act.
- Section 10-15-1 Short title.
- Section 10-15-2 Definitions.
- Section 10-15-3 Conversions of business entities; documentation and filing requirements; effective date of conversion; effects of conversion.
- Section 10-15-4 Mergers of business entities.
- Section 10-15-5 Nonexclusive application of chapter.
- Section 10-15-6 Merger with or conversion from or to a foreign business entity.
- Section 10-15-7 Filing fees.