§ 12:1339 — Articles of dissolution

§1339. Articles of dissolution
A. Upon dissolution and the commencement of winding up of the limited liability
company:
(1) Articles of dissolution shall be filed in the office of the secretary of state and set
forth the following:
(a) The name of the limited liability company.
(b) The date of filing of its articles of organization and all amendments thereto.
(c) The reason for filing the articles of dissolution.
(d) The effective date, which shall be a date certain, of the articles of dissolution if
they are not to be effective upon filing.
(e) Any other information which the members or managers filing the certificate
determine.
(2) If the notice provided for by R.S. 12:1336(A)(1) has not been published, a notice
of authorization of the dissolution, stating that the limited liability company is to be
liquidated out of court, shall be published at least once in a newspaper of general circulation
in the parish in which the limited liability company's registered office is located. A copy of
such notice, with the affidavit of the publisher of the newspaper attesting to the fact of such
publication attached, shall be filed with the secretary of state.
B.(1) The articles of dissolution shall be signed by one or more managers, if
management of the limited liability company is vested in one or more managers pursuant to
R.S. 12:1312, or one or more members, if management of the limited liability company is
reserved to the members, acknowledged by one of the persons executing the articles and filed
with the secretary of state, who, after all fees and charges have been paid as required by law,
shall record the same in his office and endorse thereon the date of filing thereof with him.
(2) The secretary of state may prescribe and furnish forms for filing the articles of
dissolution.

Legislative History

Acts 1992, No. 780, §2, eff. July 7, 1992; Acts 2019, No. 19, §2, eff. May 28, 2019.