A corporation may use subsidiary corporations for its functions and projects, and it may move money or property to them. The board can authorize subsidiaries by a two-thirds resolution, but covered officers, directors, and certain public employees cannot receive compensation for serving on a subsidiary except expense reimbursement.
§8014. Subsidiary corporations; creation; purposes; powers; compensation of members A. Subject to the provisions of R.S. 47:8026, a corporation may exercise its powers and functions through one or more subsidiary corporations. The corporation by resolution duly adopted by two-thirds vote of the board of directors may authorize any of its directors or officers to organize one or more wholly owned subsidiary corporations. Such resolution shall prescribe the purposes for which such subsidiary corporation or corporations shall be formed. B.(1) Upon the determination by the board of directors that it is necessary or convenient in connection with the purposes of this Chapter, a corporation may organize one or more subsidiary corporations for the purpose of undertaking Title VII activities. Any such subsidiary corporation shall be authorized to apply for such federal guarantees or other assistance as are authorized by Title VII, and to accept such guarantees and other assistance and to perform such acts as may be required in connection therewith including entering into any contracts or project agreements. (2) One or more subsidiary corporations may be organized for the purpose of undertaking in a tax incremental development area the development of any real estate designated for residential, commercial, industrial, institutional, recreational or other use, including the construction, reconstruction, improvement, preservation, alteration, rehabilitation, enlargement, operation and maintenance of any residential, commercial, industrial, institutional, recreational or other structure, appurtenances and facilities necessary or convenient in connection with the purposes of this Chapter. C. A corporation, in order to carry out the purposes of this Chapter, may transfer to any subsidiary corporation any monies and any real or personal or mixed property. Each such subsidiary corporation shall have all the power, authority, privileges, immunities, tax exemptions, and other exemptions enjoyed by the corporation and shall be subject to the same restrictions as are applicable to the corporation, particularly those which are required under R.S. 38:2211 et seq. of the Louisiana Revised Statutes. D. Officers and directors of any subsidiary corporation authorized hereby shall receive such compensation as the board of directors of its parent corporation may determine, provided, however, that no officer or director of such parent corporation or public official or full-time employees of the state or the parish or municipality shall receive any compensation, either direct or indirect, other than reimbursement for actual and necessary expenses incurred in the performance of his duties, by reason of his serving as a member, director or trustee of any subsidiary corporation. Acts 1988, No. 996, §1.