LA Bar Business Organizations

Question 1

Under the Louisiana Business Corporation Act, how many persons are required to organize a corporation?

Accepted Answer

One or more

Answer

Two or more

Answer

Three or more

Answer

Five or more

Question 2

Which of the following must be included in the articles of incorporation under the Louisiana Business Corporation Act?

Accepted Answer

The total number of shares the corporation is authorized to issue

Answer

Names and addresses of all initial shareholders

Answer

The corporation's specific business purpose

Answer

The initial salaries of all corporate officers

Question 3

Under the Louisiana Business Corporation Act, when does a corporation's legal existence begin?

Accepted Answer

When the articles of incorporation are filed with the Secretary of State

Answer

When the incorporators sign the articles of incorporation

Answer

When the corporation holds its first board of directors meeting

Answer

When shares are first sold to shareholders

Question 4

Under Louisiana law, a limited liability company (LLC) primarily offers which protection to its members?

Accepted Answer

Limited liability, shielding members from personal responsibility for LLC obligations

Answer

Unlimited personal liability for all business debts incurred by the LLC

Answer

Liability proportional to each member's percentage of ownership

Answer

Personal liability only for torts committed directly by the member

Question 5

In a Louisiana limited partnership, which partner bears unlimited personal liability for all partnership obligations?

Accepted Answer

The general partner(s) only

Answer

All limited partners equally

Answer

The managing partner only, if different from the general partner

Answer

No partner, as all enjoy limited liability

Question 6

Under Louisiana law, what is a fundamental characteristic of a general partnership?

Accepted Answer

Each partner is an agent of the partnership and bears full personal liability for partnership obligations

Answer

Partners have limited liability for all partnership debts

Answer

The partnership must register with the Secretary of State to be legally valid

Answer

Partners are only liable for their proportionate share of debts

Question 7

A professional corporation (PC) formed by licensed professionals in Louisiana differs from a regular corporation primarily because:

Accepted Answer

Shareholders of a PC remain personally liable for their own professional malpractice, though not for other shareholders' malpractice

Answer

A PC provides complete liability protection identical to a regular corporation, including for malpractice claims

Answer

A PC requires all shareholders to hold identical professional licenses

Answer

A PC must be structured as a partnership for Louisiana tax purposes