Ala. Admin. Code r. 270-X-4-.06 - Limited Liability Companies
(1) This rule is promulgated pursuant to the
Alabama Limited Liability Act, Code of Ala. 1975,
§10A-5, et seq. (hereinafter referred to as the
"Act"). This rule is applicable to limited liability companies formed for the
purpose of rendering dental professional services by dentists licensed to
practice dentistry in the State of Alabama.
(2) Any dentist or group thereof licensed to
practice dentistry in the State of Alabama who desire to render dental
professional services as a limited liability company shall comply with the
provisions of the Act and this rule.
(3) The names of limited liability companies
shall be governed by the provisions of Code of Ala.
1975, §
10A-1-5.06.
If the name of the limited liability company utilizes the name or names of the
dentist(s) who are members or employees of the limited liability company, then
such name shall include the designation "D.M.D." or "D.D.S." whichever is
appropriate. In addition, the following requirements shall be applicable to
limited liability companies.
(a) Practicing
dentists forming or who formed a limited liability company may practice under a
name other than the one(s) of the participating dentist(s) only if the
following requirements are met:
(i) That the
name of the participating dentist(s) shall appear following or beneath the name
selected.
(ii) That the names so
selected should not suggest a non-profit or charitable activity or be false,
fraudulent, misleading or deceptive.
(iii) That the name of the dentist(s) and the
words "Limited Liability company" or the abbreviation "L.L.C.", as required by
Code of Ala. 1975, §10A-1-5-.06 shall be
displayed with similar prominence as the name so selected.
(4) Every limited liability
company organized for the rendering of dental professional services shall file
with the Board of Dental Examiners of Alabama a certified copy of the Articles
of Organization and any and all subsequent amendments to those articles,
changes of members of the limited liability company or changes in the business
address of the limited liability company. As to limited liability companies
formed after the effective date of this Rule, the filing referenced above shall
be made within thirty (30) days of the effective date of the instrument or
document filed. As to limited liability companies in existence on the effective
date of this Rule, the filings referenced above shall be made within thirty
(30) days of that effective date.
(5) Every limited liability company governed
by the provisions of the Act shall file with the Board of Dental Examiners of
Alabama a certified copy of the Articles of Dissolution or Articles of Merger
within thirty (30) days of the dissolution or merger.
(6) Dentists licensed to practice dentistry
who render dental professional services as a limited liability company shall
comply with the conditions, requirements and restrictions of Code
of Ala. 1975, §
10A-5-8.01. A limited
liability company organized to render dental professional services, foreign or
domestic, may render dental professional services in Alabama only through
individuals licensed to practice dentistry in the state of Alabama.
(7) In addition to the requirements of
Code of Ala. 1975, §
10A-5-8.01(i),
no interest may be transferred until there is presented to and filed with the
limited company a certificate by the Board of Dental Examiners of Alabama
stating that the individual to whom the transfer is made is licensed to
practice dentistry in the State of Alabama.
(8) No employee of a limited liability
company who is not licensed to practice dentistry shall participate in any
decision constituting the practice of dentistry or shall interfere with the
exercise of the independent professional judgment of a dentist in matters
related to the practice of dentistry. In addition, a dentist's actions with
respect to the practice of dentistry shall not be subject to the control of any
individual not licensed to practice dentistry, including but not limited to
those matters set forth in Code of Ala. 1975, §
34-9-9(b).
(9) A foreign limited liability company
rendering dental professional services in the State of Alabama shall, in
addition to the requirements of Code of Ala. 1975,
§
10A-5-8.01, be subject
to the following:
(a) All members or employees
of a foreign limited liability company who render dental professional services
in Alabama shall be dentists licensed to practice dentistry in the State of
Alabama.
(b) Filing with the Board
of Dental Examiners of Alabama the registration form required by
Code of Ala. 1975, §
10A-1-3.01,
the Certificate of Formation referenced in Code of Ala.
1975, §
10A-1-3.05 and the Certificate of Withdrawal required by Code of Ala.
1975, §
10A-1-7.11.
These documents shall be filed within thirty (30) days of their filing with the
Secretary of State. As to those foreign limited liability companies registered
on the effective date of this Rule, the above referenced filings shall be made
within thirty (30) days of that effective date.
Notes
Author: Board of Dental Examiners
Statutory Authority: Code of Ala. 1975, §§ 10-12-45, 34-9-43(2)
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