0 chapters · 1,493 sections in this title.
Ala. Code § 10A-30-1.01 Definitions; Applicable to Professional Associations Formed Prior to
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January 1, 1984. For the purposes of this article, the following terms shall have the meanings respectively ascribed to them by this section: (1) PROFESSIONAL ASSOCIATION. An unincorporated association organized under this article for the purpose of rendering professional service…
Ala. Code § 10A-30-1.02 Laws Governing - Generally; Applicability of Article to Professional
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Associations Formed Prior to January 1, 1984. (a) Professional associations organized pursuant to this article shall be governed generally by all laws governing or applicable to corporations, where applicable, and not in conflict herewith. No such association shall be held or dee…
Ala. Code § 10A-30-1.03 Laws Governing - Actions; Applicable to Professional Associations
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Formed Prior to January 1, 1984. Actions by and against a professional association organized pursuant to this article shall be governed by Article 7 of Chapter 7 of Title 6. History: (Acts 1961, No. 865, p. 1349, §15; §10-10-3; amended and renumbered by Act 2009-513, p. 967, §370…
Ala. Code § 10A-30-1.04 Formation; Restriction on Service Rendered; Applicable to Professional
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Associations Formed Prior to January 1, 1984. Prior to January 1, 1984, one or more persons duly licensed to practice a profession under the laws of this state may form a professional association, as distinguished from a partnership or corporation, for the purpose of carrying on …
Ala. Code § 10A-30-1.05 Certificate of Formation; Name of Association; Dissolution; Applicable to
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Professional Associations Formed Prior to January 1, 1984. Prior to January 1, 1984, person or persons may form a professional association by executing and recording the certificate of formation in the office of the judge of probate of the county in which the principal office of …
Ala. Code § 10A-30-1.06 Purposes; Applicable to Professional Associations Formed Prior to
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January 1, 1984. A professional association may be organized only for the purpose of rendering one specific kind of professional service and shall not engage in any business other than rendering the professional service for which it was organized. However, it may invest its funds…
Ala. Code § 10A-30-1.07 Stock and Nonstock Associations; Nature and Transferability of
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Members’ Interests; Applicable to Professional Associations Formed Prior to January 1, 1984. A professional association organized pursuant to this article may issue stock or certificates of evidence of ownership of an interest in the assets of the professional association to the …
Ala. Code § 10A-30-1.08 Board of Governors; Officers; Bylaws; Voting by Members or
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Shareholders; Applicable to Professional Associations Formed Prior to January 1, 1984. A professional association organized pursuant to this article shall be governed by a board of governors elected by the members or shareholders and represented by officers elected by the board o…
Ala. Code § 10A-30-1.09 Powers; Conveyances; Exemption from Liability; Applicable to
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Professional Associations Formed Prior to January 1, 1984. A professional association organized pursuant to the provisions of this article may contract in its own name, take, hold, and sell real and personal property in its own name, independent of its members, and sue and be sue…
Ala. Code § 10A-30-1.10 Furnishing of Statements to Secretary of State; Applicable to
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Professional Associations Formed Prior to January 1, 1984. A professional association shall, within 30 days after the organization of the professional association pursuant to this article and within 30 days after November 1 of each year thereafter, furnish a statement to the Secr…
Ala. Code § 10A-30-1.11 Effect of Article on Professional Relationships; Liability of Members or
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Shareholders; Applicable to Professional Associations Formed Prior to January 1, 1984. This article does not modify any law applicable to the relationship between a person furnishing professional services and a person receiving the service, including liability for tort arising ou…
Ala. Code § 10A-30-1.12 Professional Services to Be Rendered Only through Licensed Officers
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or Employees; Applicable to Professional Associations Formed Prior to January 1, 1984. A professional association may render professional services only through officers, employees, and agents who are themselves duly licensed or otherwise legally authorized to render professional …
Ala. Code § 10A-30-1.13 Withdrawal of Members and Employees Becoming Disqualified to
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Practice; Proceedings to Dissolve Noncomplying Association; Applicable to Professional Associations Formed Prior to January 1, 1984. If any member, shareholder, agent, or employee of a professional association becomes legally disqualified to render a professional service within t…
Ala. Code § 10A-30-1.14 Purchase of Membership or Shares of Former Member or Shareholder;
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Applicable to Professional Associations Formed Prior to January 1, 1984. If the governing documents of a professional association fail to fix a price at which a professional association or its members or shareholders may purchase the membership or shares of a deceased, retired, e…
Ala. Code § 10A-30-1.15 Continuity of Association Independent of Members or Shareholders;
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Applicable to Professional Associations Formed Prior to January 1, 1984. Unless the certificate of formation expressly provide otherwise, a professional association shall continue as a separate entity independent of its members or shareholders for all purposes for such period of …
Ala. Code § 10A-30-1.16 Distribution of Assets on Dissolution; Applicable to Professional
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Associations Formed Prior to January 1, 1984. In the event of dissolution of a stock-type professional association, the board of governors, as trustees of the property of such professional association, shall apply the assets first to the payment of debts of the association and, s…
Ala. Code § 10A-30-2.01 Article Applicable to Close Corporations; Applicability of Chapter
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(a) This article applies to all close corporations, as defined in Section 10A-30-2.02. (b) All provisions of this article shall be applicable to all close corporations as defined in Section 10A-30-2.02 except insofar as this article otherwise provides. (c) Neither election to bec…
Ala. Code § 10A-30-2.02 “Close Corporation” Defined; Contents of Certificate of Formation;
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Number of Shareholders; Applicable to Corporations Formed as Close Corporations or Electing Close Corporation Status Prior to January 1, 1995. (a) A close corporation is a corporation organized under former Chapter 2A of former Title 10 whose certificate of formation contains the…
Ala. Code § 10A-30-2.03 Formation of a Close Corporation; Applicable to Corporations Formed
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as Close Corporations Before January 1, 1995. A close corporation which was formed in accordance with former Sections 10-2A- 90 through 10-2A-96 must have been authorized by the affirmative vote of all holders of and subscribers to shares of the corporation, and: (1) The certific…
Ala. Code § 10A-30-2.04 Voluntary Termination of Close Corporation Status by Amendment of
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Certificate of Formation; Vote Required; Applicable to Corporations Formed as Close Corporations or Electing Close Corporation Status Prior to January 1, 1995. (a) A corporation may voluntarily terminate its status as a close corporation and cease to be subject to this article by…
Ala. Code § 10A-30-2.05 Issuance or Transfer of Shares of a Close Corporation in Breach of
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Qualifying Conditions; Applicable to Corporations Formed as Close Corporations or Electing Close Corporation Status Prior to January 1, 1995. (a) If shares of a close corporation are issued or transferred to any person who is not entitled under any provision of the certificate of…
Ala. Code § 10A-30-2.06 Corporate Option Where a Restriction on Transfer of Shares Is Held
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Invalid; Applicable to Corporations Formed as Close Corporations or Electing Close Corporation Status Prior to January 1, 1995. If a restriction on transfer of shares of a close corporation is held not to be authorized by the Alabama Business Corporation Law, the corporation shal…
Ala. Code § 10A-30-2.07 Agreements Restricting Discretion of Directors; Applicable to
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Corporations Formed as Close Corporations or Electing Close Corporation Status Prior to January 1, 1995. A written agreement among the shareholders of a close corporation holding a majority of the outstanding shares entitled to vote, whether solely among themselves or with a part…
Ala. Code § 10A-30-2.08 Management by Shareholders; Applicable to Corporations Formed as
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Close Corporations or Electing Close Corporation Status Prior to January 1, 1995. The certificate of formation of a close corporation may provide that the business of the corporation shall be managed by the shareholders of the corporation rather than by a board of directors. So l…
Ala. Code § 10A-30-2.09 Appointment of Custodian for Close Corporation; Applicable to
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Corporations Formed as Close Corporations or Electing Close Corporation Status Prior to January 1, 1995. (a) The circuit court of the county in which the corporation has its registered office or any court in such place having jurisdiction, upon application of any shareholder, may…
Ala. Code § 10A-30-2.10 Appointment of a Provisional Director in Certain Cases; Applicable to
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Corporations Formed as Close Corporations or Electing Close Corporation Status Prior to January, 1 1995. (a) Notwithstanding any contrary provision of the governing documents or agreement of the shareholders, the circuit court of the county in which the registered office of the c…
Ala. Code § 10A-30-2.11 Shareholders’ Agreements; Applicable to Corporations Formed as Close
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Corporations or Electing Close Corporation Status Prior to January 1, 1995. No written agreement among shareholders of a close corporation, nor any provision of the governing documents of the corporation, which agreement or provision relates to any phase of the affairs of such co…
Ala. Code § 10A-30-2.12 Shareholders’ Option to Dissolve Corporation; Applicable to
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Corporations Formed as Close Corporations or Electing Close Corporation Status Prior to January 1, 1995. (a) The certificate of formation of any close corporation may include a provision granting to any shareholder, or to the holders of any specified number or percentage of share…
Ala. Code § 10A-30-2.13 Effect of the Close Corporation Provisions on Other Laws; Applicable to
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Corporations Formed as Close Corporations or Electing Close Corporation Status Prior to January 1, 1995. This article shall not be deemed to repeal any statute or rule of law which is or would be applicable to any corporation which is governed by the Alabama Business Corporation …