Alabama § 10A-9A-10.10 Restrictions on Approval of Mergers, Conversions and on Relinquishing LLLP Status

Alabama Statutes

§ 10A-9A-10.10 — Restrictions on Approval of Mergers, Conversions and on Relinquishing LLLP Status

Alabama § 10A-9A-10.10

Title 10AAlabama Business and Nonprofit Entities Code

Ch. 9AAlabama Limited Partnership Law

Art. 10Conversions and Mergers

This text of Alabama § 10A-9A-10.10 (Restrictions on Approval of Mergers, Conversions and on Relinquishing LLLP Status) is published on Counsel Stack Legal Research, covering Alabama primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

Ala. Code § 10A-9A-10.10 (2026).

Text

(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.

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(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.