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La. Rev. Stat. § 12:82 (2026)

Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015.

✓ current as of May 2026
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§82.  Repealed by Acts 2014, No. 328, §5, eff. Jan. 1, 2015.

Acts 1968, No. 105, §1; Acts 1989, No. 102, §1.

Notes of Decisions
Cited in 18 cases, 1973–2015 · leading case: Bottle Poetry, LLC v. Doyle Restaurant Grp. Franchise Co., 133 So. 3d 60 (La. Ct. App. 2014).
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Bottle Poetry, LLC v. Doyle Restaurant Grp. Franchise Co., 133 So. 3d 60 (La. Ct. App. 2014). · cites it 4× “R.S. 12:82(G) to show proof of their corporate authority to file an action here.”
Eastlake Trading Co. v. Iberia Trading Co., 398 So. 2d 1146 (La. Ct. App. 1980). · cites it 5× “R.S. 12:82 G provides that the president .”
Bridges v. Autozone Props., Inc., 900 So. 2d 784 (La. 2005). “R.S. 12:82. A shareholder is the holder of record of one or more shares.”
LeBlanc v. Opt, Inc., 421 So. 2d 984 (La. Ct. App. 1982). “LSA R.S. 12:82. This matches David Purcell's testimony that Friedberg often told him to sign documents as an officer of the corporation but that he was never elected to any office.”
Church Point Wholesale Beverage Co. v. Voitier, 706 So. 2d 1015 (La. Ct. App. 1998). “R.S. 12:82(D). Both have statutory fiduciary obligations to a corporation and its shareholders.”
Voitier v. Church Point Wholesale Bev. Co., Inc., 760 So. 2d 451 (La. Ct. App. 2000). “R.S. 12:82(D). Like officers and directors, managers of corporations stand in a fiduciary relation to the corporation and its shareholders and are expected to discharge their duties in good faith with the diligence, care, prudence and skill of ordinary, prudent men under similar…”
Palowsky v. Cork, 162 So. 3d 486 (La. Ct. App. 2015). “He contends that the court erred in concluding that Palowsky, the plaintiff in a derivative action, who is one shareholder / director in a corporation owned 50% by himself and 50% by Cork, is entitled to act unilaterally in retaining counsel for the corporation without a…”
Bridges v. X Commc'ns, Inc., 861 So. 2d 592 (La. Ct. App. 2003). “R.S. 12:82(G) provides: Except as otherwise provided in the articles or by-laws, or by resolution of the board of directors, the president, vice-president or manager of any corporation or any foreign corporation doing business in this state, shall have power in the name and…”
In Re Tufts Oil & Gas-III, 871 So. 2d 476 (La. Ct. App. 2004). “R.S. 12:82(G): Except as otherwise provided in the articles or by-laws, or by resolution of the board of directors, the president, vicepresident or manager of any corporation or any foreign corporation doing business in this state, shall have power in the name and behalf of the…”
Buffone v. Mangano, 116 So. 3d 922 (La. Ct. App. 2013). “R.S. 12:82(D). |9Based on the record, and applying the reasoning in Culpepper, supra, we find no manifest error in the trial court’s finding that plaintiff tacitly ratified the stock issuance to Mabel Mangano due to his indifference, lack of due diligence and desire to ignore…”
Wilkinson v. Sweeney, 532 So. 2d 243 (La. Ct. App. 1988). “The basis for this affirmative duty in Louisiana is found both in the Louisiana Civil Code under Articles 3012 and 3013 and under the Louisiana Corporation Law, LSA-R.S. 12:82, et seq. The factual issue to be evaluated by this court is whether or not the trial court erred in…”
Leson Chevrolet, Inc. v. Trapp, 391 So. 2d 1371 (La. Ct. App. 1980). · cites it 2× “Considering that LSA R.S. 12:82 authorizes the board of directors to remove an officer with or without cause, this evidence was irrelevant.”
Show all 18 citing cases →
— La. Rev. Stat. § 12:82(C) — 1 case
Palay v. Beech Holdings, Inc., 627 F. Supp. 144 (M.D. La. 1985).
— La. Rev. Stat. § 12:82(D) — 3 cases
Church Point Wholesale Beverage Co. v. Voitier, 706 So. 2d 1015 (La. Ct. App. 1998). “R.S. 12:82(D). Both have statutory fiduciary obligations to a corporation and its shareholders.”
Voitier v. Church Point Wholesale Bev. Co., Inc., 760 So. 2d 451 (La. Ct. App. 2000). “R.S. 12:82(D). Like officers and directors, managers of corporations stand in a fiduciary relation to the corporation and its shareholders and are expected to discharge their duties in good faith with the diligence, care, prudence and skill of ordinary, prudent men under similar…”
Buffone v. Mangano, 116 So. 3d 922 (La. Ct. App. 2013). “R.S. 12:82(D). |9Based on the record, and applying the reasoning in Culpepper, supra, we find no manifest error in the trial court’s finding that plaintiff tacitly ratified the stock issuance to Mabel Mangano due to his indifference, lack of due diligence and desire to ignore…”
— La. Rev. Stat. § 12:82(E) — 1 case
Palay v. Beech Holdings, Inc., 627 F. Supp. 144 (M.D. La. 1985).
— La. Rev. Stat. § 12:82(G) — 6 cases
Bottle Poetry, LLC v. Doyle Restaurant Grp. Franchise Co., 133 So. 3d 60 (La. Ct. App. 2014). “R.S. 12:82(G) to show proof of their corporate authority to file an action here.”
Eastlake Trading Co. v. Iberia Trading Co., 398 So. 2d 1146 (La. Ct. App. 1980). “R.S. 12:82 G provides that the president .”
Bridges v. X Commc'ns, Inc., 861 So. 2d 592 (La. Ct. App. 2003). “R.S. 12:82(G) provides: Except as otherwise provided in the articles or by-laws, or by resolution of the board of directors, the president, vice-president or manager of any corporation or any foreign corporation doing business in this state, shall have power in the name and…”
In Re Tufts Oil & Gas-III, 871 So. 2d 476 (La. Ct. App. 2004). “R.S. 12:82(G): Except as otherwise provided in the articles or by-laws, or by resolution of the board of directors, the president, vicepresident or manager of any corporation or any foreign corporation doing business in this state, shall have power in the name and behalf of the…”
Key West End, Inc. v. Werner, 806 So. 2d 710 (La. Ct. App. 2001).
— La. Rev. Stat. § 12:82(d) — 1 case
Harrison v. Mitchell (In re Clayton Grain Elevator, Inc.), 46 B.R. 502 (W.D. La. 1984).
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