Louisiana § RS 22:62 - Articles of incorporation

§ RS 22:62. Articles of incorporation

            Articles of incorporation shall be executed by authentic act signed by each of the incorporators and shall state in the English language all of the following:

            (1) The name of the corporation, which shall not be the same as nor deceptively similar to the name of any other domestic insurer or of any alien or foreign insurer authorized to do business in this state unless either of the following Subparagraphs apply:

            (a) Such other domestic, alien, or foreign insurer is about to change its name, cease to do business, or is being wound up, or such foreign corporation is about to withdraw from doing business in this state, and the written consent of such other insurer to the adoption of its name or a deceptively similar name has been given in writing and is filed with the articles.

            (b) Such other insurer has been authorized to do business in this state for more than two years and has never actively engaged in business.

            (2) The purpose or purposes for which it is formed.

            (3) Its duration.

            (4) The street address, not a post office address only, of its initial registered office, and if different, the street address, not a post office address only, of the corporation's initial principal office.

            (5) The full names and post office addresses and municipal addresses or locations, which shall not be a post office box only, of its registered agents for service of process.

            (6) The amount of paid in capital and minimum surplus, or initial fund, with which the corporation will begin business.

            (7) If a stock company, the number of shares, the amount of each share, and the time when and the manner in which payment on stock subscribed shall be made.

            (8) The names of the first directors, their respective street addresses, not post office addresses only, and their classification and terms of office if they are named in the articles. Where the first board of directors is not named in the articles, the articles shall provide the place where, the date when the organization is to be perfected, and a meeting of the stockholders or policyholders for that purpose must be held not more than sixty days after the execution of the articles. At that meeting the directors shall be elected.

            (9) The name and post office address of each of the incorporators, and, if a stock company, a statement of the number and class of shares subscribed by each, if any.

            (10) The designation of general officers, the number of directors, which shall not be less than five nor more than fifty, and the mode and manner in which directors shall be elected, and officers elected or appointed.

            (11) Any other provision for the regulation of the business and the conduct of the affairs of the corporation, not prohibited by this Code or the other laws of this state.

            Acts 1958, No. 125; Acts 2006, No. 340, §1, eff. June 13, 2006; Redesignated from R.S. 22:32 by Acts 2008, No. 415, §1, eff. Jan. 1, 2009; Acts 2009, No. 503, §1; Acts 2018, No. 560, §3, eff. May 28, 2018.