DOUCET, Judge.
Plaintiffs, Mrs. Marie Voorhies Levy and Mrs. Florence Billeaud Voorhies, minority shareholders of Comeaux Planting Co., Inc., filed a petition for writ of injunction against Manning F. Billeaud, defendant-liquidator of the corporation, seeking to enjoin him from transferring the corporate assets to a partnership in commendam pursuant to the plan of liquidation adopted by the majority of shareholders. After trial on the merits, the district judge held that the ninety-day peremptive period of LSA-R.S. 12:121, and R.S. 12:131 relative to dissenting shareholders’ rights, precluded plaintiffs’ actions. Plaintiffs appeal. For reasons hereinafter assigned, we affirm.
This suit arises out of the activities of several corporate entities: Comeaux Planting Co., Inc.; Bayou Tortue Livestock, Inc. & Land Development-1980 (d/b/a Comeaux Realty), hereinafter referred to as “Co-meaux”; and Broussard Plantation, Inc., and Bayou Tortue Livestock, Inc. Land Development-1979 (d/b/a Broussard Realty), hereinafter referred to as “Broussard”. Historically, Comeaux and Broussard were two of five privately-held family corporations engaged in the sugar cane growing and grinding business. Between 1976 and 1979 the companies suffered substantial financial losses due to the depressed price of sugar. In April of 1979, a stockholders’ meeting was held which resulted in a change of directorship and a mandate to evaluate the problems plaguing the corporations and solutions thereto. After evaluation, it was concluded that Comeaux and Broussard should terminate their sugar cane producing operations and, instead, develop their real estate holdings. The Board was advised by tax attorneys and certified public accountants that the best way to achieve this goal would be to transfer the real estate holdings to a partnership in com-mendam, then liquidate the corporations. On November 17,1979 a special meeting of the stockholders was called, pursuant to notice, to vote on the aforementioned proposal. At the meeting the shareholders voted by a 95% affirmative vote to approve the Plan of Liquidation whereby Comeaux and Broussard would transfer their assets to the partnership in commendam, then liquidate the corporation and distribute interests in the partnership to the shareholders. Subsequently, problems arose with the liquidation insofar as Broussard was concerned, therefore, pursuant to authority granted in the Plan of Liquidation the Board of Directors terminated the liquidation of said corporation. The liquidation of Comeaux was unaffected by the action. A special meeting of Comeaux shareholders was held on January 26, 1980, whereat the Plan of Liquidation, adopted prior thereto, was ratified. An Act of Exchange between Comeaux and Comeaux Realty was thereafter confected, dated January 30, 1980, whereby Comeaux transferred all its assets to Comeaux Realty.
Plaintiffs filed a Petition for a Writ of Mandamus seeking, inter alia, to enjoin Manning F. Billeaud, liquidator of defendant corporations, from implementing the Plan of Liquidation and have the assets distributed otherwise. Defendants filed an Exception of Unauthorized Use of Summary Procedure. The exception was sustained and suit dismissed June 16, 1980 by decree reserving “to the plaintiffs their right to bring such other actions as are provided by law in and under the appropriate proceedings therefor.” This court affirmed that ruling.
In August 1980, plaintiffs filed the present Petition for a Writ of Injunction seeking to require the liquidator to distribute the corporate assets to plaintiffs in the form of cash or securities. Defendants filed peremptory exceptions of prescription, [1252]*1252based upon the 90-day peremptive period for challenging a voluntary transfer of corporate assets contained in LSA-R.S. 12:121 F, and no cause and/or right of action founded upon R.S. 12:121 and R.S. 12:131 relative to the rights of dissenting shareholders. The trial court overruled the exception of prescription, but sustained the exception of no cause and/or right of action. From that judgment, plaintiffs have perfected the present devolutive appeal.
The issues presented on appeal are: (1) whether petitioners’ cause of action is precluded by the 90-day peremptive period contained in LSA-R.S. 12:121 F; (2) whether the Plan of Liquidation was proper; (3) whether abandonment of the Broussard Plan of Liquidation was proper; and (4) whether the plaintiffs possess the right to dissent to the corporate action taken.
With respect to the issue of whether plaintiffs’ action is precluded by lapse of time, appellants contend that the three-year prescriptive period of R.S. 12:147 D1 is applicable to a shareholder’s attack on the transfer of corporate assets by a liquidator. We disagree. Although R.S. 12:147 D pertains to claims of “creditors” and “all persons believed to have valid and subsisting claims” against a corporation in liquidation, we find that it has no application to dissenting shareholders where the basis of complaint is not the liquidation, but rather the form of assets distributed. If the rule were as plaintiffs suggest, all liquidations would require three years before become final visa-vis shareholders.
Instead, we find the peremptive periods of R.S. 12:121 F2 governing transfer of [1253]*1253corporate assets and dissenting shareholders’ rights to be applicable to an exchange prior to actual liquidation.3
The Petition for Writ of Mandamus, wherein plaintiffs sought to set aside the conveyance dated January 30, 1980, was filed on April 16, 1980. We find that the corporate action purporting to authorize said conveyance, as contemplated by R.S. 12:121 F, occurred on January 26, 1980 when the shareholders ratified the Comeaux Plan of Liquidation previously adopted.
Although the trial judge in the original suit sustained defendants’ dilatory exception of unauthorized use of summary procedure, C.P. Art. 926, plaintiffs’ suit was, on June 16, 1980, dismissed without prejudice, C.P. Art. 933. The judgment of dismissal did not bar a subsequent suit, indeed, filing of the original suit interrupted all prescriptions affecting the cause of action therein sued upon. C.C. Arts. 3518, 3551; R.S. 12:121 F; R.S. 9:5801. We note that the trial judge did not specify a period, within which the defect could be cured by amendment of the pleadings to proceed via ordina-ria for a mandatory injunction, as required by C.P. Art. 933, nevertheless the judgment dismissing plaintiffs’ demands specifically reserved “to the plaintiffs their right to bring such other actions as are provided by law in and under the appropriate proceedings therefor.” Such other action was timely commenced in August of 1980.
In conclusion hereof, we find R.S. 12:147 D inapplicable and further find that the peremptive period set forth in R.S. 12:121 was interrupted by the filing of the original suit.
Concerning the liquidation plan, appellants contend that the distribution of assets, in the form of an interest in a partnership in commendam, constitutes a sale of a thing belonging to another and causes petitioners to become partners against their will, all in violation of the Civil Code.
We find no merit in the argument that the liquidators’ actions constitute sale of a thing of another. Codal articles such as C.C. Art. 2452, relied upon by appellants, have no application to the exchange of corporate property and corporate liquidation under the circumstances presented.
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DOUCET, Judge.
Plaintiffs, Mrs. Marie Voorhies Levy and Mrs. Florence Billeaud Voorhies, minority shareholders of Comeaux Planting Co., Inc., filed a petition for writ of injunction against Manning F. Billeaud, defendant-liquidator of the corporation, seeking to enjoin him from transferring the corporate assets to a partnership in commendam pursuant to the plan of liquidation adopted by the majority of shareholders. After trial on the merits, the district judge held that the ninety-day peremptive period of LSA-R.S. 12:121, and R.S. 12:131 relative to dissenting shareholders’ rights, precluded plaintiffs’ actions. Plaintiffs appeal. For reasons hereinafter assigned, we affirm.
This suit arises out of the activities of several corporate entities: Comeaux Planting Co., Inc.; Bayou Tortue Livestock, Inc. & Land Development-1980 (d/b/a Comeaux Realty), hereinafter referred to as “Co-meaux”; and Broussard Plantation, Inc., and Bayou Tortue Livestock, Inc. Land Development-1979 (d/b/a Broussard Realty), hereinafter referred to as “Broussard”. Historically, Comeaux and Broussard were two of five privately-held family corporations engaged in the sugar cane growing and grinding business. Between 1976 and 1979 the companies suffered substantial financial losses due to the depressed price of sugar. In April of 1979, a stockholders’ meeting was held which resulted in a change of directorship and a mandate to evaluate the problems plaguing the corporations and solutions thereto. After evaluation, it was concluded that Comeaux and Broussard should terminate their sugar cane producing operations and, instead, develop their real estate holdings. The Board was advised by tax attorneys and certified public accountants that the best way to achieve this goal would be to transfer the real estate holdings to a partnership in com-mendam, then liquidate the corporations. On November 17,1979 a special meeting of the stockholders was called, pursuant to notice, to vote on the aforementioned proposal. At the meeting the shareholders voted by a 95% affirmative vote to approve the Plan of Liquidation whereby Comeaux and Broussard would transfer their assets to the partnership in commendam, then liquidate the corporation and distribute interests in the partnership to the shareholders. Subsequently, problems arose with the liquidation insofar as Broussard was concerned, therefore, pursuant to authority granted in the Plan of Liquidation the Board of Directors terminated the liquidation of said corporation. The liquidation of Comeaux was unaffected by the action. A special meeting of Comeaux shareholders was held on January 26, 1980, whereat the Plan of Liquidation, adopted prior thereto, was ratified. An Act of Exchange between Comeaux and Comeaux Realty was thereafter confected, dated January 30, 1980, whereby Comeaux transferred all its assets to Comeaux Realty.
Plaintiffs filed a Petition for a Writ of Mandamus seeking, inter alia, to enjoin Manning F. Billeaud, liquidator of defendant corporations, from implementing the Plan of Liquidation and have the assets distributed otherwise. Defendants filed an Exception of Unauthorized Use of Summary Procedure. The exception was sustained and suit dismissed June 16, 1980 by decree reserving “to the plaintiffs their right to bring such other actions as are provided by law in and under the appropriate proceedings therefor.” This court affirmed that ruling.
In August 1980, plaintiffs filed the present Petition for a Writ of Injunction seeking to require the liquidator to distribute the corporate assets to plaintiffs in the form of cash or securities. Defendants filed peremptory exceptions of prescription, [1252]*1252based upon the 90-day peremptive period for challenging a voluntary transfer of corporate assets contained in LSA-R.S. 12:121 F, and no cause and/or right of action founded upon R.S. 12:121 and R.S. 12:131 relative to the rights of dissenting shareholders. The trial court overruled the exception of prescription, but sustained the exception of no cause and/or right of action. From that judgment, plaintiffs have perfected the present devolutive appeal.
The issues presented on appeal are: (1) whether petitioners’ cause of action is precluded by the 90-day peremptive period contained in LSA-R.S. 12:121 F; (2) whether the Plan of Liquidation was proper; (3) whether abandonment of the Broussard Plan of Liquidation was proper; and (4) whether the plaintiffs possess the right to dissent to the corporate action taken.
With respect to the issue of whether plaintiffs’ action is precluded by lapse of time, appellants contend that the three-year prescriptive period of R.S. 12:147 D1 is applicable to a shareholder’s attack on the transfer of corporate assets by a liquidator. We disagree. Although R.S. 12:147 D pertains to claims of “creditors” and “all persons believed to have valid and subsisting claims” against a corporation in liquidation, we find that it has no application to dissenting shareholders where the basis of complaint is not the liquidation, but rather the form of assets distributed. If the rule were as plaintiffs suggest, all liquidations would require three years before become final visa-vis shareholders.
Instead, we find the peremptive periods of R.S. 12:121 F2 governing transfer of [1253]*1253corporate assets and dissenting shareholders’ rights to be applicable to an exchange prior to actual liquidation.3
The Petition for Writ of Mandamus, wherein plaintiffs sought to set aside the conveyance dated January 30, 1980, was filed on April 16, 1980. We find that the corporate action purporting to authorize said conveyance, as contemplated by R.S. 12:121 F, occurred on January 26, 1980 when the shareholders ratified the Comeaux Plan of Liquidation previously adopted.
Although the trial judge in the original suit sustained defendants’ dilatory exception of unauthorized use of summary procedure, C.P. Art. 926, plaintiffs’ suit was, on June 16, 1980, dismissed without prejudice, C.P. Art. 933. The judgment of dismissal did not bar a subsequent suit, indeed, filing of the original suit interrupted all prescriptions affecting the cause of action therein sued upon. C.C. Arts. 3518, 3551; R.S. 12:121 F; R.S. 9:5801. We note that the trial judge did not specify a period, within which the defect could be cured by amendment of the pleadings to proceed via ordina-ria for a mandatory injunction, as required by C.P. Art. 933, nevertheless the judgment dismissing plaintiffs’ demands specifically reserved “to the plaintiffs their right to bring such other actions as are provided by law in and under the appropriate proceedings therefor.” Such other action was timely commenced in August of 1980.
In conclusion hereof, we find R.S. 12:147 D inapplicable and further find that the peremptive period set forth in R.S. 12:121 was interrupted by the filing of the original suit.
Concerning the liquidation plan, appellants contend that the distribution of assets, in the form of an interest in a partnership in commendam, constitutes a sale of a thing belonging to another and causes petitioners to become partners against their will, all in violation of the Civil Code.
We find no merit in the argument that the liquidators’ actions constitute sale of a thing of another. Codal articles such as C.C. Art. 2452, relied upon by appellants, have no application to the exchange of corporate property and corporate liquidation under the circumstances presented. Rather, such actions are controlled by the applicable provisions of the Louisiana Business Corporations Law.
Appellants maintain that the liquidation plan violates R.S. 12:145 inasmuch as it does not distribute the assets of the corporation in cash form to the shareholders and it requires a shareholder to become a partner in commendam in order to realize any interest in the real estate involved. R.S. 12:145 provides in pertinent part that “Except as may otherwise be provided by the shareholders ... the liquidator shall be vested with full authority ... (c) to sell and convey ... on such terms and conditions as to the liquidator shall seem best either for cash or for securities to be distributed to the shareholders.” (emphasis added) R.S. 12:145 F, as amended, provides that the net assets remaining after the payment of debts shall be paid to the shareholders according to their respective rights and preferences. The evidence indicates that the Comeaux corporation provided its own plan of liquidation, as authorized by R.S. 12:145 C, by 95% affirmative vote, to exchange all or substantially all of the assets of the corporation under the authority of R.S. 12:121 A. The liquidator complied with the mandate and there is no indication that his actions constituted a breach of his fiduciary duties. We find the plan of liquidation was proper. Inasmuch as the assets of Co-meaux are to be distributed to the shareholders pursuant to a proper plan of liquidation, provided by the shareholders, we [1254]*1254need not address appellee’s contention that an interest in a partnership is commendam falls within the definition of “securities” under R.S. 12:145 C.
Similarly, we find that the abandonment of the Liquidation Plan for Broussard Plantation was proper. At a December 26, 1979 meeting, a majority of the Board concluded that qualification of the liquidation under the provisions of Section 333 of the Internal Revenue Code was in jeopardy and the liquidation plan should therefore be abandoned. Pursuant to R.S. 12:149 B a resolution was passed reserving unto the Board of Directors the right to abandon the plan unless 80% of the total voting stock of Broussard elects to liquidate pursuant to Section 333, or where a majority of the Board believes the qualification pursuant to Section 333 becomes unlikely. In accordance with R.S. 12:149 B and the aforesaid resolution the Plan of Liquidation was abandoned by the Board. The stockholders subsequently ratified the action of the Board at a special meeting held September 13, 1980. Certificates of the action authorizing the termination of the dissolution proceedings were signed in accordance with R.S. 12:149 B and duly filed. Although abandonment of the plan appears to have resulted in part due to plaintiffs’ opposition to the liquidation plan, sufficient evidence appears in the record to conclude that the action was proper pursuant to the aforementioned resolution and R.S. 12:149 B.4 Furthermore, the abandonment of the plan to transfer corporate assets was proper under the provisions of R.S. 12:121 C.5
Defendants’ bifurcated exception of No Right and/or Cause of Action, sustained by the trial court, was premised upon R.S. 12:121 and 131. The former provision pertains to voluntary transfer of corporate assets and provides in relevant part that “Dissenting shareholders who comply with the procedural requirements of the Business Corporation Law of Louisiana will be entitled to receive payment of the fair cash value of their shares if the transaction to be considered is effected upon approval by less than eighty per cent of the corporation’s total voting power.” R.S. 12:121 B.6 The right of a shareholder to dissent from certain corporate action is granted by R.S. 12:1317 and includes the right to dissent [1255]*1255from an exchange of corporate assets unless the authorization has been given by 80% or more of the total voting power.8 In the present case the corporate action was taken prior to liquidation and was approved by approximately 95% of the total voting power. Thus, no right to dissent is available unto plaintiffs. Moreover, this is not an exchange or conveyance of assets in fraud of minority shareholders as contemplated by R.S. 12:121 D. Since the vote to liquidate the subject corporations was by more than 80% of the stockholders, plaintiffs have no right to protest the plan and the peremptory exception was properly sustained.
The judgment appealed from is affirmed at appellants’ cost.
AFFIRMED.