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HB359 Alabama 2012 Session

Updated Feb 27, 2026
Notable

Summary

Primary Sponsor
Paul DeMarco
Paul DeMarco
Republican
Session
Regular Session 2012
Title
Corporations, Foreign, provided with same obligations, rights, and consequences as other foreign entities doing business unregistered, Sec. 10A-1-7.21 am'd; Secs. 10A-2-15.01, 10A-2-15.02 repealed
Summary

HB359 requires foreign entities doing business in Alabama to register with the Secretary of State and sets consequences for unregistered entities, including restrictions on suing in Alabama courts and new service-of-process rules.

What This Bill Does

It requires foreign entities (except those formed under federal law) to register before they may file lawsuits in Alabama courts. If a foreign entity operates without registering, its contracts and ability to defend lawsuits remain, but it is deemed to consent to service of process by mail or other allowed methods. It also preserves owners' liability under their home jurisdiction and repeals two existing provisions. The act takes effect upon approval and has an additional effective date of January 1, 2014, contingent on the constitutional amendment process.

Who It Affects
  • Foreign entities (not federally formed) doing business in Alabama: must register to sue in Alabama courts; otherwise face restrictions on filing suit.
  • Owners of foreign entities: liability remains governed by the laws of the entity's home state and is not waived merely by transacting business in Alabama without registration.
Key Provisions
  • Amends §10A-1-7.21 to require a foreign entity (excluding federally formed entities) to register in Alabama before maintaining any action in Alabama courts.
  • Unregistered foreign entities may have contracts and ongoing defenses, but the lack of registration does not invalidate contracts or bar defense.
  • Creates a deemed consent to service of process for unregistered foreign entities, using registered mail or other permitted methods.
  • Maintains owners' liability rules as defined by their home jurisdiction and repeals §§10A-2-15.01 and 10A-2-15.02; establishes timing for effectiveness (immediate upon approval with a separate 2014 effective date pending constitutional amendment ratification).
AI-generated summary using openai/gpt-5-nano on Feb 24, 2026. May contain errors — refer to the official bill text for accuracy.
Subjects
Corporations

Bill Actions

Delivered to Governor at 5:24 p. m. on May 2, 2012.

Assigned Act No. 2012-304 on 05/09/2012.

Enrolled

Signature Requested

Clerk of the House Certification

Concurred in Second House Amendment

DeMarco motion to Concur In and Adopt adopted Roll Call 1164

Concurrence Requested

Motion to Read a Third Time and Pass adopted Roll Call 876

Marsh motion to Adopt adopted Roll Call 875

Constitution, Campaign Finance, Ethics, and Elections Amendment Offered

Third Reading Passed

Read for the second time and placed on the calendar 1 amendment

Re-referred to Committee on Constitution, Campaign Finance, Ethics, and Elections.

Read for the first time and referred to the Senate committee on Business and Labor

Motion to Read a Third Time and Pass adopted Roll Call 364

Third Reading Passed

Read for the second time and placed on the calendar

Read for the first time and referred to the House of Representatives committee on Constitution, Campaigns and Elections

Bill Text

Votes

Motion to Read a Third Time and Pass

March 17, 2012 House Passed
Yes 97
Abstained 1
Absent 7

Motion to Read a Third Time and Pass

May 4, 2012 Senate Passed
Yes 27
No 3
Absent 5

Documents

Source: Alabama Legislature