Code of Alabama
Title 10A - Alabama Business and Nonprofit Entities Code.
Chapter 8A - Alabama Partnership Law

Section 10A-8A-1.09 - Partnership Agreement; Effect on Partnership and Persons Admitted as Partners. - (a) A partnership is bound by and may enforce the...

Section 10A-8A-1.10 - Partnership Agreement; Effect on Third Parties and Relationship to Writings Effective on Behalf of Partnership. - (a) If a partnership agreement provides for the manner in...

Section 10A-8A-1.11 - Required Information. - A partnership shall maintain the following information: (1) A current...

Section 10A-8A-1.12 - Transactions of Partner With Partnership. - A partner may lend money to and transact other business...

Section 10A-8A-1.13 - Consent and Proxies of Partners. - Action requiring the consent of partners under this chapter may...

Article 2 - Formation of Partnership; Property.

Section 10A-8A-2.01 - Formation of Partnership. - (a) Except as otherwise provided in subsection (b), the association...

Section 10A-8A-2.02 - Statement of Partnership; Statement of Not for Profit Partnership. - (a) A partnership other than a partnership that has an...

Section 10A-8A-2.03 - Execution, Filing, and Recording of Statements. - (a) A statement may be delivered to the Secretary of...

Section 10A-8A-2.04 - Partnership Property. - Property acquired by a partnership is property of the partnership...

Section 10A-8A-2.05 - When Property Is Partnership Property. - (a) Property is partnership property if acquired in the name...

Article 3 - Relations of Partners to Persons Dealing With Partnership.

Section 10A-8A-3.01 - Partner Agent of Partnership. - Subject to the effect of a statement of authority under...

Section 10A-8A-3.02 - Transfer of Partnership Property. - (a) Partnership property may be transferred as follows: (1) Subject...

Section 10A-8A-3.03 - Statement of Authority. - (a) A partnership may deliver to the Secretary of State...

Section 10A-8A-3.04 - Statement of Denial. - A person named in a filed statement of authority granting...

Section 10A-8A-3.05 - Partnership Liable for Partner's Actionable Conduct. - (a) A partnership is liable for loss or injury caused...

Section 10A-8A-3.06 - Partner's Liability. - (a) Except as otherwise provided in subsection (b) or subsection...

Section 10A-8A-3.07 - Actions by and Against Partnership and Partners. - (a) A partnership may sue and be sued in the...

Section 10A-8A-3.08 - Liability of Purported Partner. - Except as provided in Section 10A-8A-3.06: (a) If a person,...

Article 4 - Relations of Partners to Each Other and to Partnership.

Section 10A-8A-4.01 - Partner's Rights and Duties. - (a) Each partner is deemed to have an account that...

Section 10A-8A-4.02 - Admission of Partner. - (a) The initial partners of a partnership are admitted as...

Section 10A-8A-4.03 - Form of Contribution. - A contribution by a partner may be made to a...

Section 10A-8A-4.04 - Liability for Contribution. - (a) A partner's obligation to make a contribution to a...

Section 10A-8A-4.05 - Sharing of Distributions Before Dissolution. - All partners shall share equally in any distributions made by...

Section 10A-8A-4.06 - Interim Distributions. - Subject to Section 10A-8A-7.01, a partner has a right to...

Section 10A-8A-4.07 - Distribution in Kind. - A partner does not have a right to demand and...

Section 10A-8A-4.08 - Right to Distribution. - If a partner becomes entitled to receive a distribution, the...

Section 10A-8A-4.09 - Limitations of Distribution and Liability for Improper Distributions. - (a) A limited liability partnership shall not make a distribution...

Section 10A-8A-4.10 - Right of Partner and Former Partner to Information. - (a) Subject to subsection (f), a partner, without having any...

Section 10A-8A-4.11 - General Standards of Partner's Conduct. - (a) The duties that a partner has to the partnership...

Section 10A-8A-4.12 - Reliance on Reports and Information. - A partner of a partnership shall be fully protected in...

Section 10A-8A-4.13 - Actions by Partnership and Partners. - (a) Except as provided in Sections 10A-8A-3.06, 10A-8A-8.06, or 10A-8A-8.07,...

Section 10A-8A-4.14 - Continuation of Partnership Beyond Definite Term or Particular Undertaking. - (a) If a partnership for a definite term or particular...

Article 5 - Transferees and Creditors of Partners.

Section 10A-8A-5.01 - Partner's Transferable Interest in Partnership. - The only interest of a partner which is transferable is...

Section 10A-8A-5.02 - Transfer of Partner's Transferable Interest. - (a) A transfer, in whole or in part, of a...

Section 10A-8A-5.03 - Rights of Creditor of Partner or Transferee. - (a) On application to a court of competent jurisdiction by...

Section 10A-8A-5.04 - Power of Personal Representative of Deceased Partner. - If a partner dies, the deceased partner's personal representative or...

Article 6 - Partner's Dissociation.

Section 10A-8A-6.01 - Events Causing Partner's Dissociation. - A person is dissociated from a partnership as a partner...

Section 10A-8A-6.02 - Partner's Power to Dissociate; Wrongful Dissociation. - (a) A person has the power to dissociate as a...

Section 10A-8A-6.03 - Effect of Partner's Dissociation. - (a) If a person's dissociation results in a dissolution and...

Article 7 - Person's Dissociation as a Partner When Business or Not for Profit Activity Not Wound Up.

Section 10A-8A-7.01 - Purchase of Transferable Interest of a Person Dissociated as a Partner. - (a) If a person is dissociated as a partner from...

Section 10A-8A-7.02 - Power to Bind and Liability of Person Dissociated as a Partner. - (a) For one year after a person dissociates as a...

Section 10A-8A-7.03 - Liability of Person Dissociated as a Partner to Other Persons. - (a) A person's dissociation as a partner does not of...

Section 10A-8A-7.04 - Statement of Dissociation. - (a) A person dissociated as a partner or the partnership...

Section 10A-8A-7.05 - Continued Use of Partnership Name. - Continued use of a partnership name, or a person's name...

Article 8 - Dissolution and Winding Up.

Section 10A-8A-8.01 - Events of Dissolution. - A partnership is dissolved, and its business or not for...

Section 10A-8A-8.02 - Effect of Dissolution. - (a) A dissolved partnership continues its existence as a partnership...

Section 10A-8A-8.03 - Right to Wind Up Business or Not for Profit Activity. - (a) If a dissolved partnership has a partner or partners...

Section 10A-8A-8.04 - Power to Bind Partnership After Dissolution. - (a) After dissolution, a partnership is bound by the act...

Section 10A-8A-8.05 - Liability After Dissolution of Partner and Person Dissociated as Partner; Other Partners, and Persons Dissociated as Partners. - (a) If a partner having knowledge of the dissolution causes...

Section 10A-8A-8.06 - Known Claims Against Dissolved Partnership. - (a) A dissolved partnership may dispose of any known claims...

Section 10A-8A-8.07 - Other Claims Against Dissolved Partnership. - (a) A dissolved partnership may publish notice of its dissolution...

Section 10A-8A-8.08 - Liability of Partner and Person Dissociated as Partner When Claim Against Partnership. - If a claim against a dissolved partnership is barred under...

Section 10A-8A-8.09 - Disposition of Assets, When Contributions Required. - Upon the winding up of a partnership, the assets of...

Section 10A-8A-8.10 - Reinstatement After Dissolution. - A partnership that has been dissolved may be reinstated upon...

Section 10A-8A-8.11 - Certificate of Reinstatement. - A partnership that has dissolved, has filed a statement of...

Section 10A-8A-8.12 - Partnership Name Upon Reinstatement. - The name of a partnership following the filing of a...

Section 10A-8A-8.13 - Effect of Reinstatement. - (a) Subject to subsection (b), upon reinstatement, the partnership shall...

Article 9 - Conversions and Mergers.

Section 10A-8A-9.01 - Definitions. - As used in this article, unless the context otherwise requires,...

Section 10A-8A-9.02 - Conversion. - (a) An organization other than a partnership may convert to...

Section 10A-8A-9.03 - Action on Plan of Conversion by Converting Partnership. - (a) Subject to Section 10A-8A-9.10, a plan of conversion must...

Section 10A-8A-9.04 - Filings Required for Conversion; Effective Date. - (a) After a plan of conversion is approved: (1) if...

Section 10A-8A-9.05 - Effect of Conversion. - (a) When a conversion takes effect: (1) all property and...

Section 10A-8A-9.06 - Merger. - (a) A partnership may merge with one or more other...

Section 10A-8A-9.07 - Action on Plan of Merger by Constituent Partnership. - (a) Subject to Section 10A-8A-9.10, a plan of merger must...

Section 10A-8A-9.08 - Filings Required for Merger; Effective Date. - (a) After each constituent organization has approved the plan of...

Section 10A-8A-9.09 - Effect of Merger. - (a) When a merger becomes effective: (1) the surviving organization...

Section 10A-8A-9.10 - Restrictions on Approval of Mergers, Conversions and on Relinquishing Llp Status. - (a) If a partner of a converting or constituent partnership...

Section 10A-8A-9.11 - Liability of Partner After Conversion or Merger. - (a) A conversion or merger under this article does not...

Section 10A-8A-9.12 - Power of Partners and Persons Dissociated as Partners to Bind Organization After Conversion or Merger. - (a) An act of a person that immediately before a...

Section 10A-8A-9.13 - Article Not Exclusive. - This article is not exclusive. This article does not preclude...

Article 10 - Limited Liability Partnership.

Section 10A-8A-10.01 - Limited Liability Partnerships; Statements; Cancellations. - (a) A partnership may be formed as, or may become,...

Section 10A-8A-10.02 - Special Rules for Limited Liability Partnerships Performing Professional Services. - (a) A limited liability partnership shall have the power to...

Section 10A-8A-10.03 - Death or Disqualification of Partner. - (a) In the case of a limited liability partnership performing...

Article 11 - Transition Rules and Miscellaneous Provisions.

Section 10A-8A-11.01 - Application to Existing Relationships. - (a) Beginning January 1, 2019, this chapter governs all partnerships...

Section 10A-8A-11.02 - Severability Clause. - If any provision of this chapter or its application to...

Section 10A-8A-11.03 - Relation to Electronic Signatures in Global and National Commerce Act. - This chapter modifies, limits, or supersedes the federal Electronic Signatures...

Section 10A-8A-11.04 - Effective Date. - This chapter takes effect January 1, 2019.

Section 10A-8A-11.05 - Repeals. - Effective January 1, 2019, the following parts of the Code...

Section 10A-8A-11.06 - Savings Clause. - (a) Except as provided in subsection (b), the repeal of...

Section 10A-8A-11.07 - Composite Returns. - The Alabama Department of Revenue shall promulgate rules and regulations...

Section 10A-8A-11.08 - Taxation of Limited Liability Partnership. - A limited liability partnership and a foreign limited liability partnership...

Section 10A-8A-11.10 - Interstate Application. - A limited liability partnership governed by this chapter may conduct...

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Code of Alabama Title 10A - Alabama Business and Nonprofit Entities Code. Chapter 8A - Alabama Partnership Law

Code of Alabama
Title 10A - Alabama Business and Nonprofit Entities Code.
Chapter 8A - Alabama Partnership Law