Louisiana Revised Statutes 12:1343 – Transactions not constituting transacting business
Terms Used In Louisiana Revised Statutes 12:1343
- Business: means any trade, occupation, profession, or other commercial activity, including but not limited to professions licensed by a state or other governmental agency whether or not engaged in for profit. See Louisiana Revised Statutes 12:1301
- Foreign limited liability company: means a limited liability company formed under the laws of any state other than this state. See Louisiana Revised Statutes 12:1301
- interest: means a member's rights in a limited liability company, collectively, including the member's share of the profits and losses of the limited liability company, the right to receive distributions of the limited liability company's assets, and any right to vote or participate in management. See Louisiana Revised Statutes 12:1301
- managers: means a person or persons designated by the members of a limited liability company to manage the limited liability company as provided in its articles of organization. See Louisiana Revised Statutes 12:1301
- State: means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico. See Louisiana Revised Statutes 12:1301
Without excluding other activities that may not constitute transacting business in this state, a foreign limited liability company shall not be considered to be transacting business in this state for the purpose of being required to procure a certificate of authority pursuant to this Chapter by conducting any one or more of the following activities:
(1) Maintaining, defending, or settling any proceeding.
(2) Holding meetings of its managers or members or carrying on any other activities concerning its internal affairs.
(3) Maintaining bank accounts.
(4) Maintaining offices or agencies for the transfer, exchange, and registration of the foreign limited liability company’s own membership interests, or appointing or maintaining trustees or depositories with respect to those membership interests.
(5) Soliciting or procuring orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before they become contracts, including all preliminary incidents thereto.
(6) Creating evidences of debt, mortgages, or liens.
(7) Securing or collecting debts or enforcing any rights in property securing the debts.
(8) Transacting any business in interstate or foreign commerce.
(9) Conducting an isolated transaction completed within thirty days, and not in the course of repeated transactions of like nature.
(10) Acquiring or disposing of property or a property interest, not as a part of any regular business activity.
Acts 1992, No. 780, §2, eff. July 7, 1992.