Title 12, Corporations and Associations
0 chapters · 924 sections in this title.
La. Rev. Stat. § 12:451 General and special meetings; how called
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§451. General and special meetings; how called In its bylaws each association shall provide for one or more regular meetings annually. The board of directors shall have the right to call a special meeting at any time, and ten per cent of the members, by petition setting forth the…
La. Rev. Stat. § 12:452 Board of directors
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§452. Board of directors A. The affairs of the association shall be managed by a board of not less than five directors, elected by the members from their own members. The board shall have all rights and powers of the board of a business corporation organized under Chapter 1, and …
La. Rev. Stat. § 12:453 Election of officers
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§453. Election of officers The directors shall elect a president, one or more vice-presidents, and a secretary and a treasurer. These officers need not be directors, or members of the association. The directors may combine the two latter officers and designate the combined office…
La. Rev. Stat. § 12:454 Certificates of membership and shares of stock
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§454. Certificates of membership and shares of stock A. When a member of an association established without capital stock, has paid his membership fee in full, he shall receive a certificate of membership. B. No association shall issue a certificate of stock to a member until it …
La. Rev. Stat. § 12:455 Removal of officer or director
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§455. Removal of officer or director A. Any member may bring charges against an officer or director by filing them in writing with the secretary of the association, together with a petition signed by ten per cent of the members, requesting the removal of the officer or director i…
La. Rev. Stat. § 12:456 Referendum
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§456. Referendum Upon demand of one-third of the entire board of directors, any matter approved or passed by the board shall be referred to the entire membership for decision at the next regular or special meeting; provided, however, that a special meeting may be called for the p…
La. Rev. Stat. § 12:457 Marketing contract
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§457. Marketing contract A. The association and its members may make and execute marketing contracts, requiring the members to sell, for any period of time, not in excess of ten years, all or any specified part of their sea foods or sea food products or commodities, exclusively t…
La. Rev. Stat. § 12:458 Breach of contract or of bylaws
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§458. Breach of contract or of bylaws A. The bylaws or the marketing contract of any association existing hereunder may fix, as liquidated damages, specific sums to be paid by the member to the association upon the breach or threatened breach by him of any provision of the bylaws…
La. Rev. Stat. § 12:459 Acquisitions of business, etc., and payment therefor
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§459. Acquisitions of business, etc., and payment therefor Whenever an association organized or existing under this Part, with preferred capital stock, shall purchase the stock or any other property, or any interest in any property of any person, it may discharge the obligations …
La. Rev. Stat. § 12:460 Conflicting laws not to apply
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§460. Conflicting laws not to apply A. Any provisions of law which are in conflict with this Part, shall be construed as not applying to associations. B. Any exemptions referring to taxes or otherwise, applying to sea food products in the possession or under control of the indivi…
La. Rev. Stat. § 12:461 Limitation of use of term "co-operative"
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§461. Limitation of use of term "co-operative" No person hereafter organized or doing business in this state shall be entitled to use the word "co-operative" as part of its corporate or other business name or title for producers' co-operative marketing activities, unless it has c…
La. Rev. Stat. § 12:462 Interest in other corporations or associations
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§462. Interest in other corporations or associations An association may organize, form, operate, own, control, have an interest in, own stock of, or be a member of any corporation or association, with or without capital stock, engaged in preserving, drying, processing, canning, p…
La. Rev. Stat. § 12:463 Contracts and agreements with other associations
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§463. Contracts and agreements with other associations Any association, upon resolution adopted by its board of directors, may enter into all necessary and proper contracts and agreements and make all necessary and proper stipulations, agreements and contracts and arrangements wi…
La. Rev. Stat. § 12:464 Existent associations may adopt the provisions of this Part
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§464. Existent associations may adopt the provisions of this Part Any similar corporation or cooperative association organized under previously existing statutes, by a majority vote of its directors or members, may be brought under the provisions of this Part. It shall make out i…
La. Rev. Stat. § 12:465 How similar foreign associations may carry on business in Louisiana
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§465. How similar foreign associations may carry on business in Louisiana Any similar cooperative marketing association, organized under appropriate laws of any other state, for the purposes and with the restrictions and limitations substantially the same as those set forth herei…
La. Rev. Stat. § 12:466 Breach of marketing contract and knowingly spreading false reports concerning finances and management
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§466. Breach of marketing contract and knowingly spreading false reports concerning finances and management Any person or any corporation whose officer or employee knowingly induces, or attempts to induce, any member of an association to breach his marketing contract with the ass…
La. Rev. Stat. § 12:467 Not in restraint of trade
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§467. Not in restraint of trade No association shall be deemed to be in violation of the anti-trust statutes of this state or a combination in restraint of trade or an illegal monopoly. No association shall be deemed attempting to lessen competition or to fix prices arbitrarily. …
La. Rev. Stat. § 12:468 Repealed by Acts 1982, No
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§468. Repealed by Acts 1982, No. 526, §3, Aug. 11, 1982
La. Rev. Stat. § 12:469 Filing fees
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§469. Filing fees A. A fee as provided in R.S. 49:222 shall be paid in advance to the secretary of state, for the use and benefit of the state, by every corporation: (1) For filing and recording articles of association. (2) For filing and recording amended articles of association…
La. Rev. Stat. § 12:470 Application of Chapter 1
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§470. Application of Chapter 1 The provisions of Chapter 1 and all powers and rights thereunder, shall apply to any association organized under this Part, except where such provisions are in conflict with the express provisions of this Part. Renumbered from R.S.1950, §12:380 by A…
La. Rev. Stat. § 12:471 Short title
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§471. Short title This Part of this Chapter shall be known and may be referred to by the short title: "Cooperative Sea Food Marketing Law." Renumbered from R.S.1950, §12:381 by Acts 1968, No. 105, §3, eff. Jan. 1, 1969.
La. Rev. Stat. § 12:481 Application of Part
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§481. Application of Part This Part applies to all churches, congregations, parishes, committees and other religious organizations governed by jurisdictions, archdioceses and dioceses of any Orthodox Patriarchate, Synod or national church of the Orthodox Church, recognized by the…
La. Rev. Stat. § 12:482 Permission to incorporate
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§482. Permission to incorporate An unincorporated church, congregation, parish or any other religious organization of such sect may apply to the appropriate hierarch, archbishop, bishop or administrator for permission to incorporate under this article. When such permission has be…
La. Rev. Stat. § 12:483 Certificate of incorporation; form and contents
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§483. Certificate of incorporation; form and contents The certificate of incorporation shall be in the form provided by law for all religious corporations and must in addition recite therein that the purpose and intent of the corporation is to maintain, propagate, practice and fo…
La. Rev. Stat. § 12:491 Real estate investment trusts authorized and defined
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§491. Real estate investment trusts authorized and defined A. Real Estate Investment Trusts are hereby authorized as a recognized form of association for the conduct of business within this state. B. A real estate investment trust is a trust created at law by an instrument under …
La. Rev. Stat. § 12:492 Qualification and restrictions and procedural rights
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§492. Qualification and restrictions and procedural rights A. Any real estate investment trust desiring to do business in this state shall file with the secretary of state a verified copy of the trust instrument creating such a trust and any amendment thereto, the assumed busines…
La. Rev. Stat. § 12:493 Name of Part
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§493. Name of Part This Part shall be known and may be referred to by the short title: "Real Estate Investment Trust Law." Added by Acts 1962, No. 330, §1. Renumbered from R.S.1950, §12:397 by Acts 1968, No. 105, §3, eff. Jan. 1, 1969.
La. Rev. Stat. § 12:499.1 Short title; purpose
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§499.1. Short title; purpose A. This Part shall be known as the "Cooperative Housing Corporation Law". B. The purpose of this Part is to foster safe, decent, and affordable housing in the state by enabling individuals to form cooperative corporations for the purpose of developing…
La. Rev. Stat. § 12:499.10 Termination of proprietary leases
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§499.10. Termination of proprietary leases A cooperative housing corporation shall terminate all of its proprietary leases, only by agreement of proprietary lessees holding at least eighty percent of its stock or any larger percentage specified in the articles or by-laws. Acts 19…
La. Rev. Stat. § 12:499.11 Loans
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§499.11. Loans Any institution supervised either by the commissioner of financial institutions or the commissioner of insurance may make loans secured by pledge of a proprietary lease and the appurtenant stock of a cooperative housing corporation upon the same terms and with the …
La. Rev. Stat. § 12:499.12 Tax exemptions
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§499.12. Tax exemptions The capital stock of a cooperative housing corporation incorporated under the provisions of this Part shall not be taxed for state purposes. Acts 1990, No. 857, §1.
La. Rev. Stat. § 12:499.13 Homestead exemption
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§499.13. Homestead exemption Property owned by a cooperative housing corporation and subject to a proprietary lease shall be subject to the homestead exemption pursuant to Article VII, Section 20 of the Constitution of Louisiana. Acts 1990, No. 857, §1.
La. Rev. Stat. § 12:499.2 Application of chapter; amendment of articles of incorporation to comply with chapter
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§499.2. Application of chapter; amendment of articles of incorporation to comply with chapter This Part applies to all cooperative housing corporations organized pursuant to this Part. Any corporation organized under Chapter 2 of this Title may become a cooperative housing corpor…
La. Rev. Stat. § 12:499.3 Definitions
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§499.3. Definitions In this Part, the following words and phrases shall have the following meanings: (1) "Board" means board of directors. (2) "By-laws" means the by-laws of a cooperative housing corporation as they exist from time to time. (3) "Cooperative housing corporation" m…
La. Rev. Stat. § 12:499.4 Application of laws; conflict of laws
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§499.4. Application of laws; conflict of laws The provisions of Chapter 2 of this Title 12 shall be applicable to cooperative housing corporations, and they shall enjoy the powers and privileges, and be subject to the duties, restrictions and liabilities of other corporations exc…
La. Rev. Stat. § 12:499.5 Articles of organization
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§499.5. Articles of organization Three or more persons who are residents of this state, may organize a cooperative housing corporation by filing articles of organization with the secretary of state. The articles shall meet the requirements of Chapter 2 of this Title, and in addit…
La. Rev. Stat. § 12:499.6 Name
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§499.6. Name The name of each cooperative housing corporation shall comply with the provisions of Chapter 2 of this Title, and in addition, shall contain the word "cooperative". Acts 1990, No. 857, §1.
La. Rev. Stat. § 12:499.7 Power to make, amend, or repeal by-laws
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§499.7. Power to make, amend, or repeal by-laws The power to make, amend, or repeal by-laws shall be reserved to the stockholders. Acts 1990, No. 857, §1.
La. Rev. Stat. § 12:499.8 Articles or by-laws
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§499.8. Articles or by-laws The articles or by-laws may provide for any of the following: (1) Election of directors and other officials by unit or district. (2) Voting by stockholders on the basis of one vote per member or one vote per dwelling unit rather than one vote per share…
La. Rev. Stat. § 12:499.9 Net savings; apportionment
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§499.9. Net savings; apportionment A. At least once a year the board of every cooperative housing corporation shall, after first setting aside an adequate portion of the net savings in a reserve fund for the general operation of the business, apportion the remainder of the net sa…
La. Rev. Stat. § 12:501 Definitions
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§501. Definitions For the purposes of this Chapter, the following terms shall have the following meanings unless the context clearly indicates otherwise: (1) "Immovable property" includes, without limitation, mineral rights, predial servitudes, and predial leases. (2) "Member" me…
La. Rev. Stat. § 12:502 Supplementary general principles of law
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§502. Supplementary general principles of law Provisions of the Louisiana Revised Statutes of 1950, and other principles of law supplement this Chapter unless displaced by a particular provision of this Chapter. Renumbered from R.S.1950, §12:402 by Acts 1968, No. 105, §3, eff. Ja…
La. Rev. Stat. § 12:503 Territorial application
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§503. Territorial application Immovable and movable property in this state may be acquired, held, encumbered, and transferred by an unincorporated association, whether or not the unincorporated association or a member has any other relationship to this state. Renumbered from R.S.…
La. Rev. Stat. § 12:504 Immovable and movable property; unincorporated association as legatee or beneficiary
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§504. Immovable and movable property; unincorporated association as legatee or beneficiary A. An unincorporated association is a legal entity separate from its members for the purposes of acquiring, holding, encumbering, donating and otherwise transferring immovable and movable p…
La. Rev. Stat. § 12:505 Statement of authority as to immovable property
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§505. Statement of authority as to immovable property A. An unincorporated association may execute and file a statement of authority to mortgage, hypothecate, encumber, donate, or otherwise transfer an interest in immovable property in the name of the unincorporated association. …
La. Rev. Stat. § 12:506 Liability in tort and contract
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§506. Liability in tort and contract A. An unincorporated association is a legal entity separate from its members for the purposes of determining and enforcing rights, duties, and liabilities in contract and tort. B. A person is not liable for a breach of an unincorporated associ…
La. Rev. Stat. § 12:507 Capacity to assert and defend; standing
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§507. Capacity to assert and defend; standing A. An unincorporated association, in its name, may institute, defend, intervene, or participate in a judicial, administrative, or other governmental proceeding or in an arbitration, mediation, or any other form of alternative dispute …
La. Rev. Stat. § 12:508 Effect of judgment or order
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§508. Effect of judgment or order A judgment or order against an unincorporated association is not by itself a judgment or order against a member or a person authorized to participate in the management of the affairs of the unincorporated association. Acts 2008, No. 877, §1.
La. Rev. Stat. § 12:509 Disposition of movable property of inactive unincorporated association
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§509. Disposition of movable property of inactive unincorporated association If an unincorporated association has been inactive for three years, or for a longer or shorter period specified in a document of the association, a person in possession or control of movable property of …
La. Rev. Stat. § 12:51 Repealed by Acts 2014, No
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§51. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 1987, No. 62, §2, eff. June 11, 1987; Acts 1988, No. 173, §2, eff. June 29, 1988; Acts 1988, No. 455, §1, eff. July 10, 1988; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.