reglab/housing_qa huggingface dataset:
LA Rev Stat § 12:1092 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1092. Liability of incorporators, subscribers, shareholders, directors, officers, and agents

RS 1092 - Liability of incorporators, subscribers, shareholders, directors, officers, and agents  A. A subscriber to or holder of shares of a professional architectural corporation shall be under no liability to the corporation with respect to such shares, other than the obligation of complying with the terms of the subscription therefor, and said obligation shall continue whether or not his rights or shares have been assigned or transferred.  B. A shareholder shall not be personally liable for any debt or liability of the corporation.  C. Nothing in this Chapter shall be construed as in derogation of any rights which any person may by law have against an incorporator, subscriber, shareholder, director, officer, or agent of the corporation, because of any fraud practiced upon him, or because of any breach of professional duty, or other negligent or wrongful act, by such person, or in derogation of any right which the corporation may have against any of such persons because of any fraud practiced upon it by him.  Added by Acts 1979, No. 225, §1, eff. July 9, 1979.
LA Rev Stat § 12:1093 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1093. Action of shareholders

RS 1093 - Action of shareholders  Any action by, or requiring the assent of, the shareholders of a professional architectural corporation may be taken on the affirmative vote of a majority, or such greater proportion as the articles of incorporation may specify, in the interest of the shareholders present or represented at a meeting duly called and held on due notice or waiver thereof in writing, at which a quorum is present or represented.  Added by Acts 1979, No. 225, §1, eff. July 9, 1979.
LA Rev Stat § 12:1094 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1094. Shareholders' agreements

RS 1094 - Shareholders' agreements  A. Any lawful provision regulating the affairs of a professional architectural corporation or the rights and liabilities of its shareholders, which is not required to be set forth in the articles of incorporation, may be set forth in an agreement among all of the shareholders.  Added by Acts 1979, No. 225, §1, eff. July 9, 1979.
LA Rev Stat § 12:1095 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1095. Directors

RS 1095 - Directors  A. The number and qualifications of directors shall be determined by a majority vote of the shareholders.  B. A majority of the board of directors, if more than two, shall be natural persons, duly licensed to practice architecture in this state.  C. Corporations having fewer than three directors shall have at least one director who is a natural person, duly licensed to practice architecture in this state.  D. Corporations having fewer than three directors pursuant to R.S. 12:1095(B) shall have at least one director who is a natural person, duly licensed to practice architecture in this state.  Added by Acts 1979, No. 225, §1, eff. July 9, 1979.
LA Rev Stat § 12:1096 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1096. Officers

RS 1096 - Officers  There shall be a president, a secretary and such other officers as the shareholders may elect. If there is only one shareholder, all offices may be combined in his person.  Added by Acts 1979, No. 225, §1, eff. July 9, 1979.
LA Rev Stat § 12:1097 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1097. Contracts

RS 1097 - Contracts  A. A professional architectural corporation shall be entitled to enter into contracts to provide architectural services and such other contracts as may be consistent with the practice of architecture.  B. Architectural services rendered on behalf of a professional architectural corporation must be performed by or under the direct supervision of a natural person duly licensed to practice architecture in this state.  C. A contract to provide architectural services by a professional architectural corporation which at any time during the existence of the contract fails to comply with the requisites of La.R.S. 12:1090(B) shall be voidable by any other party thereto.  Added by Acts 1979, No. 225, §1, eff. July 9, 1979.
LA Rev Stat § 12:1098 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1098. Merger and consolidation

RS 1098 - Merger and consolidation  Professional architectural corporations may be merged into or consolidated only with other professional architectural corporations.  Added by Acts 1979, No. 225, §1, eff. July 9, 1979.
LA Rev Stat § 12:1099 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1099. Dissolution

RS 1099 - Dissolution  A. The fact that it has less than a majority of outstanding shares held by one or more natural persons duly licensed to practice architecture in this state shall be an additional ground for involuntary dissolution of a professional architectural corporation.  B. In the event of the death of a shareholder of a professional architectural corporation, said shareholder's succession representative or those placed in possession of the shares of said shareholder if there be no administration of the succession, as the case may be, shall be entitled to vote the shares of said shareholder and to be elected a director and officer of the corporation for the purposes of effectuating a voluntary dissolution and liquidation of the corporation, in or out of court, pursuant to the Louisiana Business Corporation Law, or for the purpose of reorganizing or continuing the corporation subject to the provisions of this chapter.  Added by Acts 1979, No. 225, §1, eff. July 9, 1979.
LA Rev Stat § 12:1100 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1100. Regulation by Louisiana State Board of Architectural Examiners

RS 1100 - Regulation by Louisiana State Board of Architectural Examiners  A. Professional architectural corporations shall be subject to the discipline of the Louisiana State Board of Architectural Examiners and to its authority to adopt rules and regulations governing the practice of architecture. B. If upon the effective date of this act an architect or architects who are duly licensed to practice architecture in this state are so engaged in corporation form, contracts entered into by such corporations to perform or furnish professional architectural services shall not be rendered invalid by virtue of the noncompliance with the provisions of this act. Architects operating in corporate form as of the effective date hereof shall cause such corporations to comply with the provisions of this act within ninety (90) days of the effective date of this act. C. Evidence of such compliance referred to in R.S. 12:1100B shall be accomplished by the corporations filing with the Louisiana State Board of Architectural Examiners a declaration duly certified by the corporate president and secretary and sworn to before a Notary Public, that such corporation is in full compliance with this act and particularly with Section 1090B hereof. D. Upon the receipt of such certification, the Louisiana State Board of Architectural Examiners shall issue a certificate of compliance upon being reasonably satisfied from the evidence available to it that the corporation meets the requirements of this act. The failure of the board to issue such a certificate without just cause shall in no way effect or invalidate contracts to furnish architectural services heretofore entered into by the corporation seeking to qualify without a hearing conducted by the board under the provisions of the Louisiana Administrative Procedure Act. Added by Acts 1979, No. 225, §1, eff. July 9, 1979.
LA Rev Stat § 12:1101 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1101. Short title

RS 1101 - Short title  This Chapter shall be known and may be referred to by the short title "Professional Architectural Corporations Law."  Added by Acts 1979, No. 225, §1, eff. July 9, 1979.
LA Rev Stat § 12:1110 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1110. Terms defined

RS 1110 - Terms defined  As used in this Chapter:  A. "Professional Optometry Corporation" means a corporation organized pursuant to this Chapter for the practice of optometry as provided for by R.S. 37:1041 through R.S. 37:1067 inclusive.  B. All terms used in this Chapter and in Chapter 1 of this Title shall have the same meanings when used in this Chapter as when used in Chapter 1.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1111 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1111. Professional corporations

RS 1111 - Professional corporations  One or more natural persons of the age of majority and duly licensed to practice optometry in this state may form a corporation under Chapter 1 of this Title for the purpose of practicing optometry. Such corporations shall be subject to all of the provisions of Chapter 1 of this Title, as the same may from time to time be amended, except to the extent that such provisions are inconsistent with the provisions of this Chapter.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1112 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1112. Corporate name

RS 1112 - Corporate name  The corporate name shall consist of the full or last name or names of one or more voting shareholders, former voting shareholders, or members of a predecessor optometry partnership or firm. It may include "Limited" or "Ltd.," and shall end with one of the phrases which may be in parenthesis "A Professional Optometry Corporation," "A Professional Corporation," or "An Optometry Corporation." The name need not contain "Incorporated" or "Inc."  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1113 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1113. Corporate authority

RS 1113 - Corporate authority  A professional optometry corporation shall engage in no business other than the practice of optometry, but may hold property for investment or in connection with its optometry practice.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1114 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1114. Shares

RS 1114 - Shares  A. There shall be only one class of shares of professional optometry corporations, denominated common shares, which shall be either with or without par value.  B. Only a shareholder who is a natural person duly licensed to practice optometry in this state, and who holds his shares in his own right, shall be entitled to vote such shares, and to participate in the corporation's earnings. Any other shareholder shall have no voting rights for any purpose whatsoever, shall not participate in the corporation's earnings, and shall have no access to any records or communications pertaining to optometry services rendered by, or any other affairs of, the corporation, except as provided in R.S. 12:1122(B).  C. Section 33 of this Title shall not apply to professional optometry corporations.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1115 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1115. Certificate of stock

RS 1115 - Certificate of stock  A. Each certificate of stock shall contain the corporation's full name, and the following statement:  "Except when held in his own right by a natural person duly licensed to practice optometry in the state of Louisiana, the shares represented by this certificate are not entitled to be voted or to participate in the earnings of the corporation, and the holder is not entitled to participate in the management of, or in the rendition of optometry care by, the corporation, or to have access to any records or communications pertaining to optometry services rendered by, or any other affairs of, the corporation."  B. Each certificate of stock shall contain a reference to any and all agreements among the corporation's voting shareholders, made pursuant to R.S. 12:1118.  C. There shall be no provision for compulsory offer of shares for purchase by or sale to the corporation and, except as provided in R.S. 12:71, no restriction upon the transfer of shares, unless in either event such provision or restriction is stated or summarized on the certificate representing the shares.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1116 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1116. Liability of incorporators, subscribers, shareholders, directors, officers or agents

RS 1116 - Liability of incorporators, subscribers, shareholders, directors, officers or agents  A. A subscriber to or holder of shares in a professional optometry corporation shall be under no liability to the corporation with respect to such shares, other than the obligation of complying with the terms of the subscription therefor, and said obligation shall continue whether or not his rights or shares have been assigned or transferred.  B. A shareholder shall not be personally liable for any debt or liability of the corporation.  C. Nothing in this Chapter shall be construed as in derogation of any rights which any person may by law have against an incorporator, subscriber, shareholder, director, officer or agent of the corporation, because of any fraud practiced upon him, or because of any breach of professional duty or other neglect or wrongful act, by such person or in derogation of any right which the corporation may have against any of such persons because of any fraud practiced upon it by him.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1117 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1117. Action of shareholders

RS 1117 - Action of shareholders  Any action by, or requiring the assent of, the shareholders of a professional optometry corporation may be taken on the affirmative vote of a majority, or such greater proportion as the articles of incorporation may specify, in interest of the voting shareholders present or represented at a meeting duly called and held on due notice, at which a quorum is present or represented.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1118 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1118. Shareholders' agreements

RS 1118 - Shareholders' agreements  A. Any lawful provision regulating the affairs of a professional optometry corporation or the rights and liabilities of its shareholders, which is not required to be set forth in the articles of incorporation, may be set forth in an agreement among all of the voting shareholders, and such agreement shall be binding on the corporation and all persons who are at the time such agreement is made or who thereafter become shareholders of the corporation. Such agreement may be terminated at any time by a majority in interest of the voting shareholders.  B. A duplicate copy of such agreement shall be filed in the corporation's registered office, and shall be opened daily during business hours to the inspection of any shareholder or his attorney or legal representative.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1119 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1119. Directors

RS 1119 - Directors  Only voting shareholders may be directors. If there are fewer than three voting shareholders, there need be only as many directors as voting shareholders. The office of a director shall become vacant if he ceases to be a voting shareholder.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1120 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1120. Officers and agents

RS 1120 - Officers and agents  A. Only voting shareholders may be officers. If there is only one voting shareholder, all officers may be combined in his person. The office or offices held by an officer shall become vacant if he ceases to be a voting shareholder.  B. Only natural persons duly licensed to practice optometry in this state may render optometry services on behalf of a professional optometry corporation.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1121 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1121. Merger and consolidation

RS 1121 - Merger and consolidation  Professional optometry corporations may be merged into or consolidated only with other professional optometry corporations.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1122 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1122. Dissolution

RS 1122 - Dissolution  A. The fact that it has no voting shareholders shall be an additional ground for involuntary dissolution of a professional optometry corporation. B. In the event of the death of a shareholder of a professional optometry corporation, said shareholder's succession representative, or those placed in possession of the shares of such shareholder if there be no administration of the succession, as the case may be, shall be entitled to vote the shares of said shareholder, and to be elected a director and officer of the corporation, for the purpose of effectuating a voluntary dissolution and liquidation of the corporation, in or out of court, pursuant to the Louisiana Business Corporation Law.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1123 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1123. Regulation by Louisiana State Board of Optometry

RS 1123 - Regulation by Louisiana State Board of Optometry  Professional optometry corporations shall be subject to the discipline of the Louisiana State Board of Optometry Examiners and its authority to adopt rules and regulations governing the practice of optometry.  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1124 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1124. Short title

RS 1124 - Short title  This Chapter shall be known as and may be referred to by the short title "Professional Optometry Corporations Law."  Added by Acts 1980, No. 404, §1.
LA Rev Stat § 12:1130 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1130. Terms defined

RS 1130 - Terms defined  As used in this Chapter:  A. "Professional psychology corporation" means a corporation organized pursuant to this Chapter for the practice of psychology.  B. All terms used both in this Chapter and in Chapter 1 of this Title shall have the same meaning when used in this Chapter, as when used in Chapter 1.  Added by Acts 1980, No. 523, §1.
LA Rev Stat § 12:1131 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1131. Professional corporations

RS 1131 - Professional corporations  One or more natural persons, of full age and duly licensed to practice psychology in this state, may form a corporation under Chapter 1 of this Title for the purpose of practicing psychology. Such corporations shall be subject to all of the provisions of Chapter 1, as the same may from time to time be amended, except to the extent that such provisions are inconsistent with the provisions of this Chapter.  Added by Acts 1980, No. 523, §1.
LA Rev Stat § 12:1132 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1132. The corporate name

RS 1132 - The corporate name  The corporate name may consist of the full or last name or names of one or more voting shareholders, former voting shareholders, or members of a predecessor psychology partnership, or it may consist of any other name approved by the secretary of state. The name shall end with one of the phrases (which may be in parentheses) "A Professional Psychology Corporation," "A Professional Corporation" or "A Psychology Corporation." The name may include "Limited" or "Ltd." The name need not contain "Incorporated" or "Inc."  Added by Acts 1980, No. 523, §1.
LA Rev Stat § 12:1133 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1133. Corporate authority

RS 1133 - Corporate authority  A professional psychology corporation shall engage in no business other than the practice of psychology, but may hold property for investment or in connection with its psychology practice.  Added by Acts 1980, No. 523, §1.
LA Rev Stat § 12:1134 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1134. Shares

RS 1134 - Shares  A. There shall be only one class of shares of a professional psychology corporation, denominated common shares, which shall be either with or without par value.  B. Either a shareholder who is a natural person duly licensed to practice psychology in this state, and who holds his shares in his own right, or another professional psychology corporation, shall be entitled to vote such shares, and to participate in the corporation's earnings. Any other shareholder shall have no voting rights for any purpose whatever, shall not participate in the corporation's earnings, and shall have no access to any records or communications pertaining to psychological services rendered by, or any other affairs of, the corporation, except as provided in R.S. 12:1142. C. R.S. 12:33 shall not apply to professional psychology corporations.  Added by Acts 1980, No. 523, §1.
LA Rev Stat § 12:1135 (2021)
2021 Louisiana Laws|Revised Statutes|Title 12 - Corporations and Associations|§1135. Certificate of stock

RS 1135 - Certificate of stock  A. Each certificate of stock shall contain the corporation's full name, and the following statement: "Except when held in his own right by a natural person duly licensed to practice psychology or another professional psychology corporation in the state of Louisiana, the shares represented by this certificate are not entitled to be voted or to participate in the earnings of the corporation, and the holder is not entitled to participate in the management of, or in the rendition of psychological services by, the corporation, or to have access to any records or communications pertaining to psychological services rendered by, or any other affairs of, the corporation."  B. Each certificate of stock shall contain a reference to any and all agreements among the corporation's voting shareholders made pursuant to R.S. 12:1138.  C. There shall be no provision for compulsory offer of shares for purchase or by sale to the corporation, and, except as provided in R.S. 12:22,1 no restriction upon the transfer of shares, unless, in either event, such provision or restriction is stated or summarized on the certificate representing the shares.  Added by Acts 1980, No. 523, §1.  1So in enrolled bill. Present R.S. 12:22 deals with purposes for incorporation. Former R.S. 12:22, repealed by Acts 1968, No. 105, §1, provided: "If a shareholder be indebted to the corporation on account of unpaid subscriptions for shares, the corporation shall have a vendor's privilege upon such shares to the extent of this indebtedness." See, now, R.S. 12:71.