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- Title 12. Corporations and Associations
- Chapter 1a. Business Corporation Act
- Part IX. Domestication and Conversion
- Subpart C. Nonprofit Conversion
La. R.S. § 12:1-930 Nonprofit Conversion
Library | Louisiana Statutes |
Edition | 2023 |
Currency | Current with changes from the 2023 Legislative Session |
Year | 2023 |
Citation | La. R.S. § 12:1-930 |
A. A domestic business corporation may become a domestic nonprofit corporation pursuant to a plan of nonprofit conversion.
B. A domestic business corporation may become a foreign nonprofit corporation if the nonprofit conversion is permitted by the laws of the foreign jurisdiction. Regardless of whether the laws of the foreign jurisdiction require the adoption of a plan of nonprofit conversion, the foreign nonprofit conversion shall be approved by the adoption by the domestic business corporation of a plan of nonprofit conversion in the manner provided in this Subpart.
C. The plan of nonprofit conversion must include all of the following:
(1) The terms and conditions of the conversion.
(2) The manner and basis of reclassifying the shares of the corporation following its conversion into memberships, if any, or securities, obligations, rights to acquire memberships or securities, or into cash, other property, or any combination of the foregoing.
(3) Any desired amendments to the articles of incorporation of the corporation following its conversion.
(4) If the domestic business corporation is to be converted to a foreign nonprofit corporation, a statement of the jurisdiction in which the corporation will be incorporated after the conversion.
D. The plan of nonprofit conversion may also include a provision that the plan may be amended prior to filing articles of nonprofit conversion, except that subsequent to approval of the plan by the shareholders the plan may not be amended to change any of the following:
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