Title 12, Corporations and Associations

0 chapters · 924 sections in this title.

924 sectionsFiltered byTitle 12

La. Rev. Stat. § 12:510 Appointment of agent to receive service of process
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§510. Appointment of agent to receive service of process A. An unincorporated association may file in the office of the secretary of state a statement appointing an agent authorized to receive service of process. B. A statement appointing an agent shall set forth all of the follo…
La. Rev. Stat. § 12:511 Claim not abated by change
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§511. Claim not abated by change A claim for relief against an unincorporated association is not affected merely by a change in its members or persons authorized to manage the affairs of the unincorporated association. Acts 2008, No. 877, §1.
La. Rev. Stat. § 12:512 Dissolution of unincorporated association
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§512. Dissolution of unincorporated association An unincorporated association may be involuntarily dissolved and liquidated subject to supervision by the court, under the circumstances set forth in this Chapter. Acts 2008, No. 877, §1.
La. Rev. Stat. § 12:513 Involuntary proceedings for dissolution and appointment of liquidator
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§513. Involuntary proceedings for dissolution and appointment of liquidator An involuntary proceeding for dissolution may be instituted against an unincorporated association by a member or by a creditor whose claim has been reduced to judgment, on which execution has been issued …
La. Rev. Stat. § 12:514 Grounds for involuntary dissolution
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§514. Grounds for involuntary dissolution A. An unincorporated association may be dissolved and its assets liquidated by a court-appointed liquidator when any of the following occurs: (1) The association's property has been abandoned for a period of at least one year. (2) By fail…
La. Rev. Stat. § 12:515 Continuation of purpose
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§515. Continuation of purpose When any money or other property has been donated or contributed for certain purposes to an unincorporated association, the dissolution of the association originally administering the contributions or donations shall not cause them to fail or their p…
La. Rev. Stat. § 12:516 Disposition of assets
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§516. Disposition of assets The net assets of the unincorporated nonprofit association shall be disposed of in the same manner as the net assets of a religious or charitable nonprofit corporation, as set forth in R.S. 12:249. Preference shall be accorded to state or local chapter…
La. Rev. Stat. § 12:517 Short title
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§517. Short title This Chapter may be cited as the "Louisiana Unincorporated Association Act". Acts 2008, No. 877, §1.
La. Rev. Stat. § 12:518 Uniformity of application and construction
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§518. Uniformity of application and construction This Chapter shall be applied and construed to effectuate its general purpose to make uniform the law with respect to the subject of this Chapter among states enacting it. Acts 2008, No. 877, §1.
La. Rev. Stat. § 12:519 Severability clause
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§519. Severability clause If any provision of this Chapter or its application to any person or circumstance is held invalid, the invalidity shall not affect any other provisions or applications of this Chapter which may be given effect without the invalid provision or application…
La. Rev. Stat. § 12:52 Repealed by Acts 2014, No
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§52. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1. Amended by Acts 1974, No. 436, §1; Acts 1997, No. 914, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:520 Savings clause
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§520. Savings clause This Chapter shall not affect an action or proceeding commenced or right accrued before this Chapter takes effect. Acts 2008, No. 877, §1.
La. Rev. Stat. § 12:53 Repealed by Acts 2014, No
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§53. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:54 Repealed by Acts 2014, No
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§54. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:55 Repealed by Acts 2014, No
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§55. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 1989, No. 175, §§1 and 2; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:56 Repealed by Acts 2014, No
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§56. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 1988, No. 455, §1, eff. July 10, 1988; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:57 Repealed by Acts 2014, No
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§57. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 2005, No. 97, §2; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:58 Repealed by Acts 2014, No
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§58. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:59 Repealed by Acts 2014, No
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§59. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 2005, No. 97, §2; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:601 Person in whose name certificate stands regarded as legal owner
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§601. Person in whose name certificate stands regarded as legal owner The person, firm, or corporation, in whose name a certificate representing shares of stock stands, or to whom a certificate is endorsed, whether in full or in blank, and who has possession of said certificate, …
La. Rev. Stat. § 12:602 Authority to transfer stock
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§602. Authority to transfer stock The possession of a stock certificate, duly endorsed by or standing in the name of, a person, firm or corporation, shall be full and sufficient authority to any person, firm, or corporation, or to any transfer agent, to transfer the shares when i…
La. Rev. Stat. § 12:603 Transfer to heirs or legatees of deceased stockholder; proof required
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§603. Transfer to heirs or legatees of deceased stockholder; proof required A. When a person dies owning shares in any corporation domiciled or maintaining a share register for the transfer of shares in the state, the corporation may transfer the stock upon its books to the execu…
La. Rev. Stat. § 12:61 Repealed by Acts 2014, No
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§61. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1. Added by Acts 1970, No. 50, §3, emerg. eff. June 18, 1970, at 5:05 P.M; Acts 1997, No. 914, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:62 Repealed by Acts 2014, No
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§62. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1. Acts 1984, No. 841, §1, eff. July 13, 1984; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:621 §§621 to 643 Repealed by Acts 1978, No
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§621. §§621 to 643 Repealed by Acts 1978, No. 165, §6, eff. Jan. 1, 1970
La. Rev. Stat. § 12:63 Repealed by Acts 2014, No
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§63. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:651 Repealed by Acts 1978, No
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§651. Repealed by Acts 1978, No. 165, §6, eff. Jan. 1, 1979
La. Rev. Stat. § 12:701 Borrowing money; issuance of bonds; security
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§701. Borrowing money; issuance of bonds; security A. Any corporation, foreign or domestic, business or nonprofit, may borrow from time to time such sums of money as may be required for its corporate purposes or for the acquisition of property or franchises. B. For these purposes…
La. Rev. Stat. § 12:702 Mortgages executed by public utility corporations and cable television companies; description of property; recordation; effect
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§702. Mortgages executed by public utility corporations and cable television companies; description of property; recordation; effect A.(1) Mortgages securing bonds or other obligations executed pursuant to R.S. 12:701 by public utility corporations such as railroad, street railwa…
La. Rev. Stat. § 12:703 Rate of interest paid by corporations
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§703. Rate of interest paid by corporations Notwithstanding any other provisions of the law of this state to the contrary, any debtor that is a domestic corporation, a foreign corporation, a partnership in commendam formed pursuant to the laws of this state, a foreign limited par…
La. Rev. Stat. § 12:704 Repealed by Acts 2001, No
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§704. Repealed by Acts 2001, No. 128, §18, eff. July 1, 2001.
La. Rev. Stat. § 12:71 Repealed by Acts 2014, No
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§71. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:72 Repealed by Acts 2014, No
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§72. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 1991, No. 44, §1, eff. June 23, 1991; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:73 Repealed by Acts 2014, No
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§73. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:74 Repealed by Acts 2014, No
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§74. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:75 Repealed by Acts 2014, No
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§75. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1. Amended by Acts 1970, No. 50, §4, emerg. eff. June 18, 1970, at 5:05 P.M.; Acts 1987, No. 62, §3, eff. June 11, 1987; Acts 1988, No. 173, §3, eff. June 29, 1988; Acts 1988, No. 455, §1, eff. July …
La. Rev. Stat. § 12:76 Repealed by Acts 2014, No
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§76. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 1997, No. 914, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:77 Repealed by Acts 2014, No
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§77. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 2014, No. 326, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:78 Repealed by Acts 2014, No
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§78. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 1993, No. 983, §1, eff. June 25, 1993; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:79 Repealed by Acts 2014, No
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§79. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.
La. Rev. Stat. § 12:801 Terms defined
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§801. Terms defined A. As used in this Chapter: (1) "Professional law corporation" means a corporation organized pursuant to this Chapter or the laws of any qualified state for the practice of law. (2) "Qualified person" means: (a) A natural person of full age who is authorized p…
La. Rev. Stat. § 12:802 Professional corporations
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§802. Professional corporations One or more qualified persons may form a corporation under Chapter 1 of this Title for the purpose of practicing law. Such corporations shall be subject to all of the provisions of Chapter 1, as the same may from time to time be amended, except to …
La. Rev. Stat. § 12:803 The corporate name
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§803. The corporate name The corporate name shall consist of the full or last name or names of one or more voting shareholders, former voting shareholders or members of a predecessor law firm, may include "Limited" or "Ltd.", and shall end with one of the phrases (which may be in…
La. Rev. Stat. § 12:804 Corporate authority
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§804. Corporate authority A professional law corporation shall engage in no business other than the practice of law, but may hold property for investment or in connection with its legal practice. A professional law corporation may hold a title insurance agency license and serve a…
La. Rev. Stat. § 12:805 Shares
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§805. Shares A. There shall be only one class of shares of a professional law corporation, denominated common shares which shall be either with or without par value. Such shares may be, but are not required to be, designated as either voting or nonvoting shares, or any combinatio…
La. Rev. Stat. § 12:806 Certificate of stock
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§806. Certificate of stock A.(1) Each certificate of stock shall contain the corporation's full name, and the following statement: "Except when held by a qualified person, the shares represented by this certificate are not entitled to be voted or to participate in the earnings of…
La. Rev. Stat. § 12:807 Liability of incorporators, subscribers, shareholders, directors, officers and agents
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§807. Liability of incorporators, subscribers, shareholders, directors, officers and agents A. A subscriber to, or holder of, shares of a professional law corporation shall be under no liability to the corporation with respect to such shares, other than the obligation of complyin…
La. Rev. Stat. § 12:808 Action of shareholders
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§808. Action of shareholders Any action by, or requiring the assent of, the shareholders of a professional law corporation may be taken on the affirmative vote of a majority (or such greater proportion as the articles of incorporation may specify) in interest of the voting shareh…
La. Rev. Stat. § 12:809 Shareholders' agreements
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§809. Shareholders' agreements A. Any lawful provision regulating the affairs of a professional law corporation or the rights and liabilities of its shareholders, which is not required to be set forth in the articles of incorporation, may be set forth in an agreement among all of…
La. Rev. Stat. § 12:81 Repealed by Acts 2014, No
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§81. Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015. Acts 1968, No. 105, §1. Amended by Acts 1979, No. 53, §1; Acts 1993, No. 983, §1, eff. June 25, 1993; Acts 1997, No. 914, §1; Acts 2004, No. 523, §1; Acts 2014, No. 328, §5, eff. Jan. 1, 2015.