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AL SB113
Bill
AI Summary
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Clarifies that the law of the state where a foreign limited liability company is formed governs the internal affairs, organization, liability of members, and authority of members and agents of that entity.
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Specifies that limited liability companies and foreign limited liability companies shall be treated as partnerships for state taxation purposes, unless classified otherwise for federal income tax purposes, in which case they follow federal classification.
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Limits member liability for wrongful distributions to the amount of distributions received under normal circumstances, with liability applying only to members who knew the distribution violated company law or the operating agreement.
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Makes technical corrections to cross-references in Sections 10A-5A-1.05, 10A-5A-1.06, 10A-5A-1.07, and 10A-5A-4.06 of the Alabama Limited Liability Company Law of 2014.
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Becomes effective on the first day of the third month following passage and approval by the Governor.
Legislative Description
Limited Liability Law, governing law clarified, liability for wrongful distributions clarified, Secs.10A-5A-1.05, 10A-5A-1.06, 10A-5A-1.07, 10A-5A-4.06 am'd.
Corporations
Last Action
Indefinitely Postponed
6/3/2015