§ 51:2388 — Definitions

The following words and phrases as used in this Chapter shall have the following meanings unless a different meaning clearly appears from the context:
(1) "Affiliate", when used with respect to a specified person, means any person, other than a natural person, controlling, controlled by or under common control with, such specified person, directly or indirectly through one or more intermediaries.
(2) "BIDCO" means a business and industrial development company licensed under this Chapter.
(3) "Business firm" means a person who transacts business on a regular and continual basis, or a person that proposes to transact business on a regular and continual basis.
(4) "Cash equivalent" shall include cash, time certificates of deposit, or readily marketable securities issued by an agency of the United States government or the state of Louisiana or any of its political subdivisions.
(5) "Commissioner" means the commissioner of the Office of Financial Institutions within the office of the governor.
(6) "Control" means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of a licensee or a small concern whether through the ownership of voting securities, by contract, or otherwise. A person who, directly or indirectly, owns of record or beneficially holds with power to vote, or holds proxies with discretionary authority to vote, twenty percent or more of the then outstanding voting securities issued by an entity shall be rebuttably presumed to control that entity.
(7) "Controlling person" when used with respect to a specified person means a person who controls that specified person directly or indirectly through one or more intermediaries.
(8) "Corporate name" means the name of a corporation or limited liability company as set forth in the articles of incorporation of a corporation or the articles of organization of a limited liability company.
(9) "Financing assistance" means to lend money or otherwise extend credit to a person or to purchase securities issued by a person, either directly or indirectly through an underwriter.
(10) "Incorporating statute" means the Louisiana Business Corporation Law, R.S. 12:1 et seq., the Louisiana Limited Liability Company Law, R.S. 12:1301 et seq., or any other provision of law under which a licensee is incorporated or organized.
(11) "Insolvent" means a licensee that ceases to pay its debts in the ordinary course of business, that cannot pay its debts as they become due, or whose aggregate liabilities exceed its aggregate assets.
(12) "Interests of the licensee" includes the interests of shareholders or members of the licensee.
(13) "License" means a license issued under this Chapter authorizing a Louisiana corporation or a Louisiana limited liability company to transact business as a BIDCO.
(14) "Licensee" means a Louisiana corporation or Louisiana limited liability company which is licensed under this Chapter.
(15) "Louisiana corporation" means a corporation incorporated under the Louisiana Business Corporation Law, R.S. 12:1 et seq.
(16) "Louisiana limited liability company" means a limited liability company organized under the Louisiana Limited Liability Company Law, R.S. 12:1301 et seq.
(17) "Louisiana nonprofit corporation" means a corporation incorporated under the Nonprofit Corporation Law, R.S. 12:201 et seq.
(18) "Management assistance" means management or technical advice or services provided to a person.
(19) "Officer" means:
(a) If used with respect to a corporation, a person appointed or designated as an officer of that corporation by or pursuant to applicable law or the articles of incorporation, or bylaws of that corporation.
(b) If used with respect to a specified person other than a natural person or a corporation, a person who performs with respect to that specified person functions usually performed by an officer of a corporation with respect to that corporation, including but not limited to a manager or managing member of a limited liability company.
(20) "Order" means an approval, consent, authorization, cease and desist, exemption, denial, prohibition, or requirement applicable to a specific case issued by the commissioner under this Chapter. "Order" includes a condition of a license and an agreement made by a person with the commissioner under this Chapter.
(21) "Person" means a natural person or legal entity. If used with respect to acquiring control of or controlling a specified person, "person" includes a combination of two or more persons acting in concert.
(22) "Principal shareholder or member" means a person that owns, directly or indirectly, of record or beneficially, securities representing ten percent or more of the outstanding voting securities of a corporation or limited liability company.
(23) "Subject person" means a controlling person, subsidiary, or affiliate of a licensee; a director, manager, officer, or employee of a licensee or of a controlling person, subsidiary, or affiliate of a licensee, or any other person who participates in the conduct of the business of a licensee.
(24) "Subsidiary" means, if used with respect to a licensee, a company or business firm of which the licensee holds control.
(25) "This Chapter" includes an order issued or rule promulgated under this Chapter.

Legislative History

Acts 1991, No. 506, §1; Acts 2001, No. 8, §17, eff. July 1, 2001; Acts 2001, No. 9, §9, eff. July 1, 2001; Acts 2004, No. 806, §1.