Code of Alabama
Ala. Code § 10-12-21 (2026)
(Applicable to Limited Liability Companies Organized After January 1, 1998, Limited Liability Companies Not Electing to Come Under the Pre-1997 Changes, and to All Limited Liability Companies After December 31, 2000.) Agency Power of Members and Managers; Duties.
✓ official Alabama Legislature (ALISON) text, laws through the 2026 Regular Session
All provisions of Title 10 have been repealed or transferred to Title 10A, effective January 1, 2011.
(Acts 1993, No. 93-724, p. 1425, §21; Act 97-920, 1st Ex. Sess., p. 312, §1.)
Notes of Decisions
Cited in 5
cases, 2004–2016 · leading case: DGB, LLC v. Michael Hinds, 55 So. 3d 218 (Ala. 2010).
DGB, LLC v. Michael Hinds, 55 So. 3d 218 (Ala. 2010). “In their brief on appeal, the investors cite only § 10-12-21(h), Ala.Code 1975, and a legal treatise to support their contention that the trial court erred in dismissing that claim.”
Harbison v. Strickland, 900 So. 2d 385 (Ala. 2004). “" Thus, the plain language of § 10-12-21( l ), Ala. Code 1975, does not allow an operating agreement for a limited liability company to unreasonably restrict a member's right to information, to eliminate a manager's duty of loyalty, or to unreasonably reduce the duty of care as…”
Kern v. Taylor (In re Taylor), 551 B.R. 506 (Bankr. M.D. Ala. 2016). “CODE §§ 10 — 12—21(f)(1) and (g), as incorporated by § 10-12-21(k)(2). The ALLCA also prevents a company’s operating agreement from “[u]nreasonably restricting] a right to information or access to records[,]” from “[eliminating the duty of loyalty[,]” or from “[Unreasonably…”
Simmons v. Ball, 68 So. 3d 831 (Ala. 2011). “Simmons argues that under §§ 10-12-21 and 10-12-23, Ala.Code 1975, a part of the Alabama Limited Liability Company Act, § 10-12-1 et seq.”
Martin K. Berks Env't Attorneys Grp., LLC v. Gregory A. Cade, 158 So. 3d 438 (Ala. 2014). ““Thus, the plain language of § 10-12-21(Z), Ala.Code 1975 [the predecessor statute to § 10A-5-3.”
Ala. Code § 10-12-21(Z): 1 case
Martin K. Berks Env't Attorneys Grp., LLC v. Gregory A. Cade, 158 So. 3d 438 (Ala. 2014). ““Thus, the plain language of § 10-12-21(Z), Ala.Code 1975 [the predecessor statute to § 10A-5-3.”
Ala. Code § 10-12-21(b): 1 case
Simmons v. Ball, 68 So. 3d 831 (Ala. 2011). “Simmons argues that under §§ 10-12-21 and 10-12-23, Ala.Code 1975, a part of the Alabama Limited Liability Company Act, § 10-12-1 et seq.”
Ala. Code § 10-12-21(b)(1): 1 case
Simmons v. Ball, 68 So. 3d 831 (Ala. 2011). “Simmons argues that under §§ 10-12-21 and 10-12-23, Ala.Code 1975, a part of the Alabama Limited Liability Company Act, § 10-12-1 et seq.”
Ala. Code § 10-12-21(h): 1 case
DGB, LLC v. Michael Hinds, 55 So. 3d 218 (Ala. 2010). “In their brief on appeal, the investors cite only § 10-12-21(h), Ala.Code 1975, and a legal treatise to support their contention that the trial court erred in dismissing that claim.”
Ala. Code § 10-12-21(k)(2): 1 case
Kern v. Taylor (In re Taylor), 551 B.R. 506 (Bankr. M.D. Ala. 2016). “CODE §§ 10 — 12—21(f)(1) and (g), as incorporated by § 10-12-21(k)(2). The ALLCA also prevents a company’s operating agreement from “[u]nreasonably restricting] a right to information or access to records[,]” from “[eliminating the duty of loyalty[,]” or from “[Unreasonably…”
Ala. Code § 10-12-21(l): 1 case
Martin K. Berks Env't Attorneys Grp., LLC v. Gregory A. Cade, 158 So. 3d 438 (Ala. 2014). ““Thus, the plain language of § 10-12-21(Z), Ala.Code 1975 [the predecessor statute to § 10A-5-3.”
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