2011 Louisiana Laws
Revised Statutes
TITLE 12 — Corporations and associations
RS 12:29 — Shareholders' agreements

§29. Shareholders' agreements

A. Any lawful provision regulating the affairs of a corporation or the rights and liabilities of its shareholders, which is not required to be set forth in the articles, may be set forth in an agreement among all of the shareholders who would be entitled to vote on the provisions thereof if proposed as an amendment to the articles. Such an agreement shall be binding on all persons who are at the time such agreement is made, or who thereafter become, shareholders of the corporation, subject, in the case of persons not signatory thereto, to compliance with R.S. 12:57(F). No other person dealing with the corporation shall be charged with constructive notice of such an agreement. Such an agreement may be terminated or modified by amendment at any time, in the manner (except that no amendment thereto need be filed or recorded except as provided in subsection B of this section) and by the vote which would be required for adoption of an amendment to the articles deleting or similarly modifying the provisions thereof if they had been set forth in the articles, or by such larger vote as may be specified in the agreement.

B. A duplicate copy of each such agreement and of each amendment thereto, or a certified copy of the minutes of the meeting at which the amendment was adopted by vote, shall be filed in the corporation's registered office, and shall be open, daily during business hours, to the inspection of any shareholder or his attorney, agent or legal representative.

Acts 1968, No. 105, §1.