Louisiana § RS 12:1-1441 - Simplified termination procedure for certain corporations

Full text of Louisiana Louisiana Civil Code § RS 12:1-1441 — Simplified termination procedure for certain corporations, with citation guidance and answers to common questions.

§ RS 12:1-1441. Simplified termination procedure for certain corporations

A.  The existence of a corporation may be terminated as provided in this Section if the corporation satisfies all of the following conditions:

(1)  Does not owe any debts.

(2)  Does not own any immovable property.

(3)  Has not issued shares or is not doing business.

B.  If the corporation has not issued shares, a termination under this Section may be authorized by a majority of the initial directors or, if no initial directors are named in the articles of incorporation, by a majority of the incorporators.  If the corporation has issued shares, the termination may be authorized as provided in R.S. 12:1-1402 or by the unanimous written consent of the shareholders.

C.  After the termination is authorized, the corporation may deliver to the secretary of state for filing articles of termination that set forth all of the following:

(1)  The name of the corporation.

(2)  That no debt of the corporation remains unpaid.

(3)  That the corporation owns no immovable property.

(4)  That the corporation  has not issued shares or is not doing business.

(5)  That the net assets of the corporation remaining after winding up have been distributed to the shareholders, if shares were issued.

(6)  That the termination was authorized as required by Subsection B of this Section.

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

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

Frequently Asked Questions About Louisiana § RS 12:1-1441

What does Louisiana Civil Code § RS 12:1-1441 cover?

Section RS 12:1-1441 ("Simplified termination procedure for certain corporations") 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 12:1-1441?

A common citation format is "Louisiana Civil Code § RS 12:1-1441" (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 12:1-1441 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.