Code of Alabama
Ala. Code § 10A-5-7.04 (2026)
Survival of Remedy After Dissolution. Repealed in the 2014 Regular Session by Act 2014-144 Effective January 1, 2017.
✓ official Alabama Legislature (ALISON) text, current July 2026
(a) A dissolved limited liability company continues its existence but may not carry on any business except that necessary or appropriate to wind up and liquidate its business and affairs.
(b) Dissolution of a limited liability company does not:
(1) Transfer title to the limited liability company assets.
(2) Terminate or suspend a proceeding pending by or against the limited liability company on the effective date of dissolution.
(3) Terminate the authority of the registered agent of the limited liability company.
(Acts 1993, No. 93-724, p. 1425, §40; §10-12-40; amended and renumbered by Act 2009-513, p. 967, §236.)
Notes of Decisions
Cited in 3
cases (1 in the last 5 years), 2014–2024 · leading case: Martin K. Berks Env't Attorneys Grp., LLC, & Env't Attorneys Grp.,P.C. v. Gregory A. Cade, 158 So. 3d 438 (Ala. 2014).
Martin K. Berks Env't Attorneys Grp., LLC, & Env't Attorneys Grp.,P.C. v. Gregory A. Cade, 158 So. 3d 438 (Ala. 2014). “In support of this claim, the defendants note both that § 10A-5-7.04, Ala. Code 1975, provides that "[a] dissolved limited liability company continues its existence but may not carry on any business except that necessary or appropriate to wind up and liquidate its business and…”
Felicia D. Thomas v. James Paul Clinton, 607 F. App'x 903 (11th Cir. 2015). “Alabama law provides expressly that a limited liability company’s dissolution does not “[t]erminate or suspend a proceeding pending by or against the limited liability company on the effective date of dissolution.” Id. § 10A-5-7.04(b)(2). Moreover, the person responsible for…”
Ex parte Foremost Ins. Co., Grand Rapids, Michigan Karen Bradford & Bradford Agency, LLC PETITION FOR WRIT OF MANDAMUS: CIVIL (In re: Larry Knight v. Foremost Ins. Co., Grand Rapids, Michigan Karen Bradford & Bradford Agency, LLC) (Clarke Circuit Court: CV-21-900014). (Ala. 2024). “Code 1975, which was in effect at the time the Agency was dissolved, expressly provided that dissolution of a limited-liability company does not "[t]erminate the authority of the registered agent of the limited liability company.”
Ala. Code § 10A-5-7.04(a): 2 cases
Martin K. Berks Env't Attorneys Grp., LLC, & Env't Attorneys Grp.,P.C. v. Gregory A. Cade, 158 So. 3d 438 (Ala. 2014). “In support of this claim, the defendants note both that § 10A-5-7.04, Ala. Code 1975, provides that "[a] dissolved limited liability company continues its existence but may not carry on any business except that necessary or appropriate to wind up and liquidate its business and…”
Felicia D. Thomas v. James Paul Clinton, 607 F. App'x 903 (11th Cir. 2015). “Alabama law provides expressly that a limited liability company’s dissolution does not “[t]erminate or suspend a proceeding pending by or against the limited liability company on the effective date of dissolution.” Id. § 10A-5-7.04(b)(2). Moreover, the person responsible for…”
Ala. Code § 10A-5-7.04(b)(2): 1 case
Felicia D. Thomas v. James Paul Clinton, 607 F. App'x 903 (11th Cir. 2015). “Alabama law provides expressly that a limited liability company’s dissolution does not “[t]erminate or suspend a proceeding pending by or against the limited liability company on the effective date of dissolution.” Id. § 10A-5-7.04(b)(2). Moreover, the person responsible for…”
Ala. Code § 10A-5-7.04(b)(3): 1 case
Ex parte Foremost Ins. Co., Grand Rapids, Michigan Karen Bradford & Bradford Agency, LLC PETITION FOR WRIT OF MANDAMUS: CIVIL (In re: Larry Knight v. Foremost Ins. Co., Grand Rapids, Michigan Karen Bradford & Bradford Agency, LLC) (Clarke Circuit Court: CV-21-900014). (Ala. 2024). “Code 1975, which was in effect at the time the Agency was dissolved, expressly provided that dissolution of a limited-liability company does not "[t]erminate the authority of the registered agent of the limited liability company.”
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