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LOUISIANA LEGAL INFORMATION
Forming a Corporation--Law and Links
Louisiana Corporate Code.
Louisiana Secretary of State, Business Services Home page.
Louisiana Business Name Search (use to check on corporate name availability).
Louisiana Articles of Incorporation.
Articles of Incorporation filing fee: $60
Note on Louisiana incorporation: Louisiana is the only state that requires the incorporators to obtain a federal tax identification number prior to filing the articles of incorporation. See the directions to the articles as published by the Louisiana Secretary of State's office. Please also note that Louisiana requires the filing of a form entitled "Initial Report" with the articles of incorporation. The initial report requires the incorporators to name the first board of directors.
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Selected Louisiana Corporate Statutes
- RS 12 §23. Corporate name; reservation of name.
A. The corporate name, except in cases of railroad, telegraph and telephone corporations, shall contain the word "Corporation", "Incorporated" or "Limited", or the abbreviation of any of those words, or may contain instead the word "Company" or the abbreviation "Co." if the latter word or abbreviation is not immediately preceded by the word "and" or the symbol "&". No corporate name shall contain the phrase "doing business as" or the abbreviation "d/b/a". The corporate name shall not imply that the corporation is an administrative agency of any parish or of this state or of the United States.
- RS 12 §25. Filing and recording articles and initial report; issuance and effect of certificate of incorporation; commencement of corporate existence.
A.(1) The articles shall be filed with the secretary of state, together with the initial report prescribed by R.S. 12:101. A notarized affidavit of acknowledgment and acceptance signed by the registered agent, if not included on the initial report, shall be attached to the articles of incorporation and initial report.
(2) If the first directors are not named in the initial report, a supplemental report, setting forth their names and addresses and signed by each incorporator or his agent or by any shareholder, shall be filed with the secretary of state, and filed for record as provided in Subsection D of this Section, as soon as they have been selected. ... .
- RS 12 §28. By-laws.
A. Unless the articles provide otherwise, the board of directors may make and alter by-laws, including by-laws fixing the directors' qualifications, classifications, number or term of office, or fixing their compensation, subject to the power of the shareholders to change or repeal any by-laws so made.
B. The by-laws may contain any provision relating to the business of the corporation, the conduct of its affairs, its rights or powers, or the rights or powers of its shareholders, directors or officers, not inconsistent with law or the articles.
- RS 12 §82. Officers and agents.
A. (1) The board of directors shall elect a president, a secretary and a treasurer, and may elect one or more vice presidents. Unless otherwise provided in the articles, none of the officers need be a director, and any two of these offices may be combined in one person; provided that no person holding more than one office may sign, in more than one capacity, any certificate or other instrument required by law to be signed by two officers. ... .
Library of Informational Legal Articles
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