| Advisory opinion regarding whether campaign contributions to a candidate made by an individual, Lane Grigsby, in his own name may be aggregated with contributions to the same candidate by a limited liability company, Cajun Industries, LLC, of which Mr. Grigsby holds a majority membership interest and a majority of the voting rights required to authorize company contributions? |
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Mr. Lane Grigsby owns the majority membership interest in Cajun Industries, LLC ("Cajun"), a Delaware Limited Liability Company which is licensed to and is doing business in the State of Louisiana. Pursuant to the company's Operating Agreement, Cajun's membership is divided into Class A and Class B Membership Interests. Mr. Grigsby holds a 1% sharing ratio of the Class A Interest and a 72% sharing ratio of the Class B Interest, amounting to a 73% total sharing ratio. The remaining 27% of the Class B Interest is divided among three other members. The Class A Interest grants Mr. Grigsby 100% of the voting rights for decisions relating to Cajun's business operations. For purposes of authority to make political contributions, Cajun's Operating Agreement provides the Class B Members with voting rights to authorize political contributions on behalf of Cajun. Pursuant to his percentage of ownership of the Class A and B Interests, Mr. Grigsby holds 73% of the voting rights to authorize political contributions made by Cajun.
Mr. Grigsby, in his individual capacity, desires to make the maximum campaign contribution to a candidate for Major Office under La. R.S. 18:1505.2(H)(1)(a)(i). Cajun also desires to make the maximum campaign contribution to the same candidate pursuant to a duly authorized vote of the Company Members.
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La. R.S. 18:1505.2(F) provides that no profit or nonprofit corporation, labor organization, or trade, business, or professional association shall make any campaign contribution or expenditure unless specifically authorized to do so whether by: vote of the board of directors of the corporation, of the executive board of the labor organization or of the trade, business, or professional association at a regular or special meeting thereof; by the president, vice president, secretary, or treasurer of a corporation or labor organization whom the board has specifically empowered to authorize such contributions or expenditures, or for a corporation, by any other person designated by resolution of the Board of directors of a corporation to authorize contributions or expenditures, or by a vote of the labor organization.
In Ethics Docket No. 2006-476, Joey Couvillon owned one wholly-owned limited liability company, one Subchapter S corporation, and 50% of three limited liability companies. Mr. Couvillon wanted to know what contribution limits applied to his companies and himself individually. The Board concluded that wholly -owned Subchapter S corporations and wholly - owned limited liability companies, because of their tax status and the interests of a stockholder in those legal entities, cannot be distinguished from its individual owner for purposes of contribution limits. Therefore, the contributor's individual contribution(s) will be aggregated with any contribution made by his wholly-owned Subchapter S corporation and his wholly -owned limited liability company. With respect to the limited liability companies of which he owns 50 %, the Board concluded that the contribution made by the contributor and those three limited liability companies do not need to be aggregated for contribution limit purposes.
Therefore, the contributor may make a campaign contribution in the maximum amount in his own name and the limited liability companies of which he owns 50% may make contributions subject to the contribution limits set forth in the CFDA.
La. R.S. 18:1483 (13) defines a "person" as any individual, partnership, limited liability company or corporation, association, labor union, political committee, corporation or other legal entity, including their subsidiaries.
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Adopt the proposed advisory opinion.
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| Assigned Attorney: |
Aneatra Boykin |
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