SLS 19RS-501 ORIGINAL
2019 Regular Session
SENATE RESOLUTION NO. 37
BY SENATOR GATTI
LEGISLATIVE AGENCIES. Requests Louisiana State Law Institute to study the feasibility
of authorizing "series" limited liability companies in Louisiana.
1 A RESOLUTION
2 To urge and request the Louisiana State Law Institute to study the feasibility of authorizing
3 "series" limited liability companies in Louisiana.
4 WHEREAS, R.S. 12:1301 et seq., presently authorize and provide requirements for
5 the formation and operation of limited liability companies in Louisiana; and
6 WHEREAS, the laws of certain other states governing limited liability companies
7 specifically provide for what is known as a "series" limited liability company; and
8 WHEREAS, such laws in other states authorize a limited liability company to
9 establish one or more designated "series" of members, managers, or limited liability
10 company interests or assets; and
11 WHEREAS, such laws further provide that a designated "series" may have a separate
12 business purpose or investment objective, and separate rights, powers, or duties with respect
13 to specified property or obligations of the limited liability company or profits and losses
14 associated with the property or obligations; and
15 WHEREAS, proponents of authorizing "series" limited liability companies maintain
16 that such company is a business entity model offering the potential for enhanced asset,
17 liability, and tax protection, reduction of administrative costs, and treatment under state law
18 as a single entity; and
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SLS 19RS-501 ORIGINAL
1 WHEREAS, state and federal law continues to evolve regarding the legal treatment
2 of "series" limited liability companies; and
3 WHEREAS, the potential utility and legal treatment of "series" limited liability
4 companies in Louisiana should be studied by the Louisiana State Law Institute, and any
5 recommendations for authorization or legal treatment presented in the form and content of
6 proposed substantive legislation.
7 THEREFORE, BE IT RESOLVED that the Senate of the Legislature of Louisiana
8 does hereby urge and request that the Louisiana State Law Institute study the feasibility of
9 authorizing "series" limited liability companies in Louisiana.
10 BE IT FURTHER RESOLVED that a copy of this Resolution be transmitted to the
11 director of the Louisiana State Law Institute, and that the Louisiana State Law Institute
12 report its findings and recommendations to the legislature on or before January 31, 2020.
The original instrument and the following digest, which constitutes no part
of the legislative instrument, were prepared by Jerry G. Jones.
DIGEST
SR 37 Original 2019 Regular Session Gatti
Requests that the Louisiana State Law Institute study the feasibility of authorizing "series"
limited liability companies in Louisiana.
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