Louisiana § RS 12:1-1108 - Abandonment of a merger or share exchange

Full text of Louisiana Louisiana Civil Code § RS 12:1-1108 — Abandonment of a merger or share exchange, with citation guidance and answers to common questions.

§ RS 12:1-1108. Abandonment of a merger or share exchange

A.  Unless otherwise provided in a plan of merger or share exchange or in the laws under which an eligible entity or foreign business corporation that is a party to a merger or a share exchange is organized or by which it is governed, after the plan has been adopted and approved as required by this Part, and at any time before the merger or share exchange has become effective, it may be abandoned by a domestic business corporation that is a party thereto without action by its shareholders in accordance with any procedures set forth in the plan of merger or share exchange or, if no such procedures are set forth in the plan, in the manner determined by the board of directors, subject to any contractual rights of other parties to the merger or share exchange.

B.  If a merger or share exchange is abandoned under Subsection A of this Section after articles of merger or share exchange have been filed with the secretary of state but before the merger or share exchange has become effective, a statement that the merger or share exchange has been abandoned in accordance with this Section, signed on behalf of a party to the merger or share exchange by an officer or other duly authorized representative, shall be delivered to the secretary of state for filing prior to the effective date of the merger or share exchange.  Upon filing, the statement shall take effect and the merger or share exchange shall be deemed abandoned and shall not become effective.

Acts 2014, No. 328, §1, eff. Jan. 1, 2015.

Source: official Louisiana text · Last verified 2026-08-27

Frequently Asked Questions About Louisiana § RS 12:1-1108

What does Louisiana Civil Code § RS 12:1-1108 cover?

Section RS 12:1-1108 ("Abandonment of a merger or share exchange") is part of the Louisiana Civil Code, the codified statutory law of Louisiana. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.

How do I cite Louisiana § RS 12:1-1108?

A common citation format is "Louisiana Civil Code § RS 12:1-1108" (Louisiana). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.

Is this the official text of Louisiana law?

No. This page is for research and education and may not include the most recent amendments. For official current law, check the Louisiana official source linked on this page or consult a licensed Louisiana attorney.

How does Louisiana § RS 12:1-1108 apply to my situation?

Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Louisiana can advise on how this section applies to you. Contact your state or local bar association for a referral.

Sources & Verification

Not legal advice. Verify against the official source and consult a licensed attorney in Louisiana.