Louisiana § RS 12:1339 - Articles of dissolution

Full text of Louisiana Louisiana Civil Code § RS 12:1339 — Articles of dissolution, with citation guidance and answers to common questions.

§ RS 12:1339. Articles of dissolution

            A. Upon dissolution and the commencement of winding up of the limited liability company:

            (1) Articles of dissolution shall be filed in the office of the secretary of state and set forth the following:

            (a) The name of the limited liability company.

            (b) The date of filing of its articles of organization and all amendments thereto.

            (c) The reason for filing the articles of dissolution.

            (d) The effective date, which shall be a date certain, of the articles of dissolution if they are not to be effective upon filing.

            (e) Any other information which the members or managers filing the certificate determine.

            (2) If the notice provided for by R.S. 12:1336(A)(1) has not been published, a notice of authorization of the dissolution, stating that the limited liability company is to be liquidated out of court, shall be published at least once in a newspaper of general circulation in the parish in which the limited liability company's registered office is located. A copy of such notice, with the affidavit of the publisher of the newspaper attesting to the fact of such publication attached, shall be filed with the secretary of state.

            B.(1) The articles of dissolution shall be signed by one or more managers, if management of the limited liability company is vested in one or more managers pursuant to R.S. 12:1312, or one or more members, if management of the limited liability company is reserved to the members, acknowledged by one of the persons executing the articles and filed with the secretary of state, who, after all fees and charges have been paid as required by law, shall record the same in his office and endorse thereon the date of filing thereof with him.

            (2) The secretary of state may prescribe and furnish forms for filing the articles of dissolution.

            Acts 1992, No. 780, §2, eff. July 7, 1992; Acts 2019, No. 19, §2, eff. May 28, 2019.

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

Frequently Asked Questions About Louisiana § RS 12:1339

What does Louisiana Civil Code § RS 12:1339 cover?

Section RS 12:1339 ("Articles of dissolution") 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 12:1339?

A common citation format is "Louisiana Civil Code § RS 12:1339" (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 12:1339 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.