Limited Liability Corporation Laws in Louisiana
In 1977, Wyoming's legislature adopted the first modern statute recognizing an LLC as a legal business entity. The second state to legislate an LLC act was Florida in 1982, five years after Wyoming made LLCs legal. During the 1990's, the popularity of the LLC grew exponentially, and by the end of that decade all 50 states and the District of Columbia passed statutes allowing LLCs to be formed.
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Creating an LLC in Louisiana
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In Louisiana, a limited liability corporation is formed when someone officially files Articles of Organization with the Louisiana Secretary of State's office, and pays a $60 fee. Two or more people may form the LLC through the filing of articles of organization with the secretary of state, as well as an initial report on the intents and purposes of the LLC.
Management by Members or Managers
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The default structure for an LLC provides equal powers of management for each member of the LLC-a legal structure, well-suited to a majority of LLCs, that is similar to a general partnership's management structure. However, Louisiana's LLC statute says the company's articles of organization may allow the LLC to be managed by one or more managers. A manager does not have to be a member of the LLC to perform this duty.
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Crafting the Contract Between Members
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Once the LLC is formed, the company will provide its members with limited personal liability and pass-through taxation privileges. While no standard operating agreement exists for LLCs, there are provisions that often are placed in operating agreements that facilitate both the maintenance and operation of the LLC, such as its term, the transfer of membership interests, the allocations, capital and distribution of the LLC, and details about how each LLC member may act.
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References
Resources
- Photo Credit Louisiana state contour against blurred USA flag image by Stasys Eidiejus from Fotolia.com