reglab/housing_qa huggingface dataset:
AL Code § 10A-9A-9.08 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 9 - Actions by Partners.|Section 10A-9A-9.08 - Proceeds and Expenses.

Section 10A-9A-9.08Proceeds and expenses.  (a) Except as otherwise provided in subsection (b): (1) any proceeds or other benefits of a derivative action, whether by judgment, compromise, or settlement, belong to the limited partnership and not to the derivative plaintiff; and (2) if the derivative plaintiff receives any proceeds, the derivative plaintiff shall immediately remit them to the limited partnership. (b) If a derivative action is successful in whole or in part, the court may award the plaintiff reasonable expenses, including reasonable attorney's fees, from the recovery of the limited partnership. (Act 2016-379, §1.)
AL Code § 10A-9A-9.09 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 9 - Actions by Partners.|Section 10A-9A-9.09 - Applicability to Foreign Limited Partnerships.

Section 10A-9A-9.09Applicability to foreign limited partnerships.  In any derivative action in the right of a foreign limited partnership, the right of a person to commence or maintain a derivative action in the right of a foreign limited partnership, and any matters raised in the action covered by Sections 10A-9A-9.02 through 10A-9A-9.08, shall be governed by the law of the jurisdiction under which the foreign limited partnership was formed; except that any matters raised in the action covered by Sections 10A-9A-9.06, 10A-9A-9.07, and 10A-9A-9.08 shall be governed by the law of this state. (Act 2016-379, §1.)
AL Code § 10A-9A-10.02 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 10 - Conversions and Mergers.|Section 10A-9A-10.02 - Conversion.

Section 10A-9A-10.02Conversion. (a) An organization other than a limited partnership may convert to a limited partnership, and a limited partnership may convert to an organization other than a limited partnership pursuant to this section, Sections 10A-9A-10.03 through 10A-9A-10.05, and a plan of conversion, if: (1) the governing statute of the organization that is not a limited partnership authorizes the conversion; (2) the law of the jurisdiction governing the converting organization and the converted organization does not prohibit the conversion; and (3) the converting organization and the converted organization each comply with the governing statute and organizational documents applicable to that organization in effecting the conversion. (b) A plan of conversion must be in writing and must include: (1) the name, type of organization, and mailing address of the principal office of the converting organization, and its unique identifying number or other designation as assigned by the Secretary of State, if any, before conversion; (2) the name, type of organization, and mailing address of the principal office of the converted organization after conversion; (3) the terms and conditions of the conversion, including the manner and basis for converting interests in the converting organization into any combination of money, interests in the converted organization, and other consideration allowed in Section 10A-9A-10.02(c); and (4) the organizational documents of the converted organization. (c) In connection with a conversion, rights or securities of or interests in the converting organization may be exchanged for or converted into cash, property, or rights or securities of or interests in the converted organization, or, in addition to or in lieu thereof, may be exchanged for or converted into cash, property, or rights or securities of or interests in another organization or may be cancelled. (Act 2016-379, p. 934, §1; Act 2019-94, §2.)
AL Code § 10A-9A-10.03 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 10 - Conversions and Mergers.|Section 10A-9A-10.03 - Action on Plan of Conversion by Converting Limited Partnership.

Section 10A-9A-10.03Action on plan of conversion by converting limited partnership.   (a) Subject to Section 10A-9A-10.10, a plan of conversion must be consented to by all the partners of a converting limited partnership. (b) Subject to Section 10A-9A-10.10 and any contractual rights, after a conversion is approved, and at any time before a filing is made under Section 10A-9A-10.04, a converting limited partnership may amend the plan or abandon the planned conversion: (1) as provided in the plan; and (2) except as prohibited by the plan, by the same consent as was required to approve the plan. (Act 2016-379, §1.)
AL Code § 10A-9A-10.06 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 10 - Conversions and Mergers.|Section 10A-9A-10.06 - Merger.

Section 10A-9A-10.06Merger.  (a) A limited partnership may merge with one or more other constituent organizations pursuant to this section, Sections 10A-9A-10.07 through 10A-9A-10.09, and a plan of merger, if: (1) the governing statute of each of the other organizations authorizes the merger; (2) the merger is not prohibited by the law of a jurisdiction that enacted any of those governing statutes; and (3) each of the other organizations complies with its governing statute in effecting the merger. (b) A plan of merger must be in writing and must include: (1) the name, type of organization, and mailing address of the principal office of each constituent organization, the jurisdiction of the governing statute of each constituent organization, and the respective unique identifying numbers or other designations as assigned by the Secretary of State, if any, of each constituent organization; (2) the name, type of organization, and mailing address of the principal office of the surviving organization, the unique identifying number or other designation as assigned by the Secretary of State, if any, of the surviving organization, the jurisdiction of the governing statute of the surviving organization, and, if the surviving organization is to be created pursuant to the merger, a statement to that effect; (3) the terms and conditions of the merger, including the manner and basis for converting the interests in each constituent organization into any combination of money, interests in the surviving organization, and other consideration as allowed by subsection (c); (4) if the surviving organization is to be created pursuant to the merger, the surviving organization's organizational documents; and (5) if the surviving organization is not to be created pursuant to the merger, any amendments to be made by the merger to the surviving organization's organizational documents. (c) In connection with a merger, rights or securities of or interests in a constituent organization may be exchanged for or converted into cash, property, or rights or securities of or interests in the surviving organization, or, in addition to or in lieu thereof, may be exchanged for or converted into cash, property, or rights or securities of or interests in another organization or may be cancelled. (Act 2016-379, p. 934, §1; Act 2019-94, §2.)
AL Code § 10A-9A-10.07 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 10 - Conversions and Mergers.|Section 10A-9A-10.07 - Action on Plan of Merger by Constituent Limited Partnership.

Section 10A-9A-10.07Action on plan of merger by constituent limited partnership. (a) Subject to Section 10A-9A-10.10, a plan of merger must be consented to by all the partners of a constituent limited partnership. (b) Subject to Section 10A-9A-10.10 and any contractual rights, after a merger is approved, and at any time before a filing is made under Section 10A-9A-10.08, a constituent limited partnership may amend the plan or abandon the merger: (1) as provided in the plan; and (2) except as prohibited by the plan, with the same consent as was required to approve the plan. (Act 2016-379, §1.)
AL Code § 10A-9A-10.10 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 10 - Conversions and Mergers.|Section 10A-9A-10.10 - Restrictions on Approval of Mergers, Conversions and on Relinquishing Lllp Status.

Section 10A-9A-10.10Restrictions on approval of mergers, conversions and on relinquishing LLLP status.  (a) If a partner of a converting or constituent limited partnership will have personal liability with respect to a converted or surviving organization, approval and amendment of a plan of conversion or plan of merger are ineffective without that partner's consent to the plan. (b) An amendment to a certificate of formation which deletes a statement that the limited partnership is a limited liability limited partnership is ineffective without each general partner's written consent to such amendment. (c) A partner does not give the consent required by subsection (a) or (b) merely by consenting to a provision of the partnership agreement that permits the partnership agreement to be amended with the consent of fewer than all the partners. (Act 2016-379, §1.)
AL Code § 10A-9A-10.12 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 10 - Conversions and Mergers.|Section 10A-9A-10.12 - Power of General Partners and Persons Dissociated as General Partners to Bind Organization After Conversion or Merger.

Section 10A-9A-10.12Power of general partners and persons dissociated as general partners to bind organization after conversion or merger.  (a) An act of a person that immediately before a conversion or merger became effective was a general partner in a converting or constituent limited partnership binds the converted or surviving organization after the conversion or merger becomes effective, if: (1) before the conversion or merger became effective, the act would have bound the converting or constituent limited partnership under Section 10A-9A-4.02; and (2) at the time the third party enters into the transaction, the third party: (A) does not have notice of the conversion or merger; and (B) reasonably believes that the converted or surviving business is the converting or constituent limited partnership and that the person is a general partner in the converting or constituent limited partnership. (b) An act of a person that before a conversion or merger became effective was dissociated as a general partner from a converting or constituent limited partnership binds the converted or surviving organization after the conversion or merger becomes effective, if: (1) before the conversion or merger became effective, the act would have bound the converting or constituent limited partnership under Section 10A-9A-4.02 if the person had been a general partner; and (2) at the time the third party enters into the transaction, the third party: (A) does not have notice of the dissociation; (B) does not have notice of the conversion or merger; and (C) reasonably believes that the converted or surviving organization is the converting or constituent limited partnership and that the person is a general partner in the converting or constituent limited partnership. (c) If a person having knowledge of the conversion or merger causes a converted or surviving organization to incur an obligation under subsection (a) or (b), the person is liable: (1) to the converted or surviving organization for any damage caused to the organization arising from the obligation; and (2) if another person is liable for the obligation, to that other person for any damage caused to that other person arising from the liability. (Act 2016-379, §1.)
AL Code § 10A-9A-10.13 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 10 - Conversions and Mergers.|Section 10A-9A-10.13 - Article Not Exclusive.

Section 10A-9A-10.13Article not exclusive.  This article is not exclusive. This article does not preclude an entity from being converted or merged under law other than this chapter. (Act 2016-379, §1.)
AL Code § 10A-9A-11.01 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 11 - Miscellaneous Provisions.|Section 10A-9A-11.01 - Application to Existing Relationships.

Section 10A-9A-11.01Application to existing relationships.  (a) Beginning January 1, 2017, this chapter governs all limited partnerships and all foreign limited partnerships. (b) With respect to a limited partnership formed before January 1, 2010, the following rules apply except as the partners otherwise elect in the manner provided in the partnership agreement or by law for amending the partnership agreement: (1) Section 10A-1-3.03 does not apply and the limited partnership has whatever duration it had under the law applicable immediately before January 1, 2010. (2) The limited partnership is not required to amend its certificate of formation to comply with Section 10A-9A-2.01(a)(5); but once amended or restated, the certificate of formation must comply with Section 10A-9A-2.01(a)(5). (3) Sections 10A-9A-6.01 and 10A-9A-6.02 do not apply and a limited partner has the same right and power to dissociate from the limited partnership, with the same consequences, as existed immediately before January 1, 2010. (4) Section 10A-9A-6.03(4) does not apply. (5) Section 10A-9A-6.03(5) does not apply and a court has the same power to expel a general partner as the court had immediately before January 1, 2010. (6) Section 10A-9A-8.01(c) does not apply and the connection between a person's dissociation as a general partner and the dissolution of the limited partnership is the same as existed immediately before January 1, 2010. (c) With respect to limited partnerships formed before January 1, 2017: (1) the limited partnership's formation document, whether a certificate of limited partnership or a certificate of formation is deemed to be the limited partnership's certificate of formation; and (2) the limited partnership's partnership agreement is deemed the limited partnership's partnership agreement. (d) With respect to a limited partnership formed before October 1, 1998, the term "partnership agreement" as defined in Section 10A-9A-1.02(10), includes the certificate of partnership. (Act 2016-379, §1.)
AL Code § 10A-9A-11.02 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 11 - Miscellaneous Provisions.|Section 10A-9A-11.02 - Severability Clause.

Section 10A-9A-11.02Severability clause.  If any provision of this chapter or its application to any person or circumstance is held invalid, the invalidity does not affect other provisions or applications of this chapter which can be given effect without the invalid provision or application, and to this end the provisions of this chapter are severable. (Act 2016-379, §1.)
AL Code § 10A-9A-11.03 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 11 - Miscellaneous Provisions.|Section 10A-9A-11.03 - Relation to Electronic Signatures in Global and National Commerce Act.

Section 10A-9A-11.03Relation to Electronic Signatures in Global And National Commerce Act.  This chapter modifies, limits, or supersedes the federal Electronic Signatures in Global and National Commerce Act, 15 U.S.C. Section 7001 et seq., but this chapter does not modify, limit, or supersede Section 101(c) of that act or authorize electronic delivery of any of the notices described in Section 103(b) of that act. (Act 2016-379, §1.)
AL Code § 10A-9A-11.04 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 11 - Miscellaneous Provisions.|Section 10A-9A-11.04 - Effective Date.

Section 10A-9A-11.04Effective date.  This chapter takes effect January 1, 2017. (Act 2016-379, §1.)
AL Code § 10A-9A-11.05 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 11 - Miscellaneous Provisions.|Section 10A-9A-11.05 - Repeals.

Section 10A-9A-11.05Repeals.  Effective January 1, 2017, the following parts of the Code of Alabama 1975 are repealed: Sections 10A-9-1.01 to 10A-9-12.08, inclusive, as amended and in effect immediately before the effective date of this act. (Act 2016-379, §1.)
AL Code § 10A-9A-11.06 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 11 - Miscellaneous Provisions.|Section 10A-9A-11.06 - Savings Clause.

Section 10A-9A-11.06Savings clause.  This chapter does not affect an action commenced, proceeding brought, or right accrued before this chapter takes effect. (Act 2016-379, §1.)
AL Code § 10A-9A-11.07 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 9A - Alabama Limited Partnership Law.|Article 11 - Miscellaneous Provisions.|Section 10A-9A-11.07 - Classification.

Section 10A-9A-11.07Classification.  For purposes of income taxation, other than under Chapter 14A of Title 40, a domestic or foreign limited partnership or limited liability limited partnership shall be treated as a partnership unless it is classified otherwise for federal income tax purposes, in which case it shall be classified in the same manner as it is for federal income tax purposes. (Act 2016-379, §1.)
AL Code § 10A-20-1.01 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 20 - Special Purpose Entities.|Article 1 - Bishop of Diocese.|Section 10A-20-1.01 - Authority to Incorporate.

Section 10A-20-1.01Authority to incorporate. Any bishop of a diocese consisting wholly or in part of territory in Alabama may become a corporation sole with the power and authority defined in this article by proceeding according to the provisions of this article. (Acts 1911, No. 429, p. 452; Code 1923, §7112; Code 1940, T. 10, §115; §10-4-1; amended and renumbered by Act 2009-513, p. 967, §324.)
AL Code § 10A-20-1.02 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 20 - Special Purpose Entities.|Article 1 - Bishop of Diocese.|Section 10A-20-1.02 - Proceedings to Incorporate.

Section 10A-20-1.02Proceedings to incorporate. To become a corporation sole, the bishop shall present to the Secretary of State of Alabama an application signed by the bishop which shall set forth: (1) The name, official designation, and place of residence of the applicant, the name of the church of which the individual is a bishop, a copy in English of the commission, instrument, or document, if any, evidencing the right to the office, the date and place of the consecration and induction into office and that the bishop desires to become a corporation sole under this article; (2) The name and territorial limits of the diocese, the date of its creation, a brief designation of the authority by which the diocese was created, that by which it may be modified and that by which its bishopric is filled, the terms of its bishop's office and the instrument or document, if any, by which the bishop's right to the office is evidenced, and the place where, and the official by whom, the original records thereof are kept; (3) The name proposed for the corporation; (4) The location of the principal office of the proposed corporation; and (5) Any other matter relating to the incorporation which the applicant may choose to insert, not inconsistent with the Constitution and laws of Alabama. The application shall be subscribed and sworn to by the bishop before an officer authorized by the laws of Alabama to take and certify oaths, who shall certify upon the application that he or she personally knows the applicant and believes the applicant to be the bishop as asserted in the application and that the applicant subscribed and swore thereto in the officer's presence. The Secretary of State shall examine the application, and if he or she finds that the name proposed for the corporation is not identical with that of a person or of any other corporation in this state, or so nearly similar thereto as to lead to confusion and uncertainty, the Secretary of State shall receive and file it and shall record it in an appropriate book of record in his or her office. (Acts 1911, No. 429, p. 452; Code 1923, §7113; Code 1940, T. 10, §116; §10-4-2; amended and renumbered by Act 2009-513, p. 967, §324.)
AL Code § 10A-20-1.03 (2021)
2021 Code of Alabama|Title 10A - Alabama Business and Nonprofit Entities Code.|Chapter 20 - Special Purpose Entities.|Article 1 - Bishop of Diocese.|Section 10A-20-1.03 - Certificate of Incorporation.

Section 10A-20-1.03Certificate of incorporation. When the application has been made, filed, and recorded as provided in Section 10A-20-1.02, the applicant shall constitute a corporation sole under the name proposed in the application; and the Secretary of State shall make and issue to the applicant a certificate of incorporation pursuant to this article, under the seal of the state, and shall record the same with the application. (Acts 1911, No. 429, p. 452; Code 1923, §7114; Code 1940, T. 10, §117; §10-4-3; amended and renumbered by Act 2009-513, p. 967, §324.)