If you’re looking for a reliable DIY guide for starting an LLC in Louisiana, look no further. Below you’ll find all the information you need to launch your business and handle any associated costs. Follow each step carefully and your LLC will be established and ready to hit the ground running.
That said, the process can be complex, with various filings and costs, so if at any point you need help, you can hire an LLC registration service – they’ll take care of the paperwork so you can spend more time growing your business.
While LegalZoom and IncFile are by far the most well known and widely-used, a lesser-known LLC service called Northwest delivers incredible customer experiences and overall value. They strike a balance between IncFile and LegalZoom by offering premium services for roughly the same price.
Whether you decide to hire a service or go it alone, follow these steps and your LLC will be prepared to start raking in profits right away.
Step 1: Name Your LLC
What’s in a name? Quite a bit, actually. Your business name is your Louisiana LLC’s identity, its personality, its reputation. Find a name that sticks in customers’ minds – while conveying your brand qualities – and you’ve struck gold. A unique, memorable name can draw in new customers and keep existing ones coming back.
Your LLC name is going to appear everywhere: business cards, marketing collateral, websites, legal contracts, bank accounts, invoices, directories, and much more. So be sure that it conveys your product, service, brand, and values.
While you can (and should) be creative with your business name, there are certain state requirements that it must follow.
Louisiana Revised Statute §1306 contains a list of rules for LLC names. The first and foremost is that it must use the words “limited liability company,” the abbreviation “L.L.C.,” or the abbreviation “L.C.” and not use language that “comprises immoral, deceptive, or scandalous matter,” suggests government affiliation, or misleads as to the LLC’s purpose. Further, your name cannot include the word “insurance” or the words “bank”, “banker”, “banking”, “savings”, “safe deposit”, “trust”, “trustee”, “building and loan”, “homestead”, or “credit union” without written approval from the commissioner of the office of financial institutions.
You can carefully follow all of these rules, and yet, if your name is already taken, it won’t be accepted. A new business name must be distinguishable from every other on record with the Secretary of State. If your name is unavailable, you may be wondering how to effectively distinguish it. As you brainstorm, know that changing the following components will NOT be enough:
- Punctuation and spacing
- Capitalization and special characters
- Articles (“a,” “an,” and “the”)
- Conjunctions (like “and,” “but,” and “or”)
- Business type designators like LLC, Ltd., Inc., and LP
Consider this: your friend Fanny wants to open a flower shop in Baton Rouge, Louisiana. The name she wants, Flowers by Fanny, LLC is already in use. So she comes up with a new one: Fanny’s Florals and Design, LLC. This name is similar to the original but includes new words, distinguishing it in the Secretary of State’s records.
Determine the Name is Available
Of course, you will only need to make distinguishable changes if your name is already taken. Don’t make the mistake of ordering business cards, creating advertisements, and using a name on documents like the Articles of Organization without first confirming it’s available. Use the Secretary of State’s Business Entity Search to see if there’s an existing business using your desired name.
Maybe you pegged a distinguishable name right away, or maybe it took some modifications, but either way, once you have a unique name, you can lock it down by filing a name reservation.
Optional: Name Reservation
You may have fallen in love with a particular name, but still have some preparation and paperwork to sort out before starting your LLC, and you’re worried that someone will swipe it in the meantime. To calm your nerves, you can reserve that name in Louisiana for a total of 120 days.
Think about Fanny. After making her name distinguishable, she’s ready to make it official, but if she’s waiting on some paperwork to start her LLC, she can place a hold by online through the geauxBIZ filing portal or by mailing a Reservation of LLC Name form to:
P.O. Box 94125
Baton Rouge, LA 70804-9125
If you live in Baton Rouge, you can also hand-deliver your form to 8585 Archives Ave. Or, you can even fax your document to (225) 932-5314.
Each of these methods costs $25. Processing time is 3-5 business days for hard copy submissions and 1-2 days for online ones. Need it ASAP? You have two expedited processing options (hard copy filing only): 24-hour service for $30 or immediate service for $50.
Step 2: Choose a Registered Agent
Fanny’s LLC is quickly taking shape, and if it’s going to operate in Louisiana, she’ll need a go-between for state and legal communications. This is called the registered agent.
A registered agent is a key component of your budding LLC, handling all of its sensitive communication with the state so you don’t have to. But maintaining an agent isn’t just a convenience, it’s required. The Secretary of State website states that “all business registrations with the Secretary of State require, by law, an agent with a physical address in Louisiana,” and that this agent “is someone that is designated to receive legal documents served on the business in the event of administrative or legal action. An agent has an obligation to forward the ‘legal documents’ to the business.”
Taxes, lawsuits, maintenance requirements, and more – the registered agent takes care of it all. If you had to do this yourself, it would pile additional tasks onto your already-full plate. Plus, your agent makes your business available to receive documents even when you’re out of town or away from the office. This is especially important if your physical office is outside Louisiana.
Now for the practical application, the “how-to.” Declaring a registered agent is simple. Just include your agent’s name, address, and signature on your Initial Report (part of the Articles of Organization document), and that information will be published on your LLC’s public record.
You have two options for who can serve as a registered agent: an individual or a company.
Individual as Registered Agent
You may think that an individual registered agent would need specialized training or experience, but this isn’t the case. Anyone can serve as your registered agent, as long as they are a Louisiana resident and with a physical address in the state, and are at least 18 years old.
Third parties like attornies or consultants are often good options, but family and friends work as well. You can even appoint yourself if you don’t mind the additional responsibilities.
Registered Agent Service
It can be a lot easier, though, to use an LLC formation service like IncFile or Northwest Registered Agent, so we highly recommend it. Not only will they take care of business formation requirements, but they’ll also include a free registered agent service. Or, if you’d rather start your Louisiana LLC on your own, you can use a national registered agent service to cover your agent duties.
During the life of your LLC you may, at some point, need to change your registered agent. Perhaps you want to switch from an individual to a professional service, or maybe your existing registered agent resigns. Either way, you’ll want to make the change as soon as possible because operating without an agent on file can lead to administrative dissolution.
Step 3: File the Formation Documents with the State
This is where the LLC formation process kicks into high gear. Let’s check back in with Fanny.
She’s reserved her unique business name, designated a registered agent, and she’s ready to get her LLC off the ground. It’s time for Fanny to take on the most important LLC document: the Articles of Organization. This filing creates a record for Fanny’s Florals and Design, LLC with the Louisiana Secretary of State, giving it the authorization to commence business in the state.
When you’re ready to file your Articles of Organization, you can do so online, by mail, or in person, so whether you like using paper forms or want to complete the whole process from your desk, there’s a good option for you. No matter which route you take, the filing will cost $100.
Louisiana’s geauxBIZ filing portal is your go-to spot for essential business filings, namely the Articles of Organization. You will need to create an account before getting started. Then you can proceed to file your documents.
Some parishes are now required to file documents online. As stated on the Secretary of State website: “Effective January 1, 2018, business owners in the following parishes will be required to file all available business documents online through geauxBIZ: Ascension, Bossier, Caddo, Calcasieu, East Baton Rouge, Jefferson, Lafayette, Livingston, Orleans, Ouachita, Rapides, St. Tammany, Tangipahoa and Terrebonne.”
Filing by Mail
If your parish does not require online filing, you can download and complete a paper application if you prefer. When finished, mail the document (with your payment) to:
P.O. Box 94125
Baton Rouge, LA 70804-9125
Live in Baton Rouge? You can also hand-deliver your form and payment to 8585 Archives Avenue, Baton Rouge, LA 70809.
Or, feel free to fax your documents to (225) 932-5314.
Along with your Articles of Organization, you will need to submit an Initial Report. This is part of both the paper and online applications (see Step 6 for more information). Note that both the Articles of Organization and the Initial Report need to be notarized.
The Secretary of State will process your hard copy filing in 3-5 business days or your electronic filing in 24-48 hours. If you’re filing a paper application, but don’t want to wait 3-5 days, you have two expedited processing options: 24-hour service for a $30 fee or immediate service for a $50 fee.
Step 4: Create an Operating Agreement
The operating agreement is the framework that holds up an LLC, the vital underpinning that establishes processes for its procedures, activities, and conduct. Essentially, it serves as your company’s bylaws.
You’re not technically required to adopt an operating agreement in Louisiana. That said, creating one is essential to the success of your LLC, giving it not just standardized procedures but also legal protection of your assets and legitimacy in front of courts, banks, other businesses, and more. Considering how much of an impact it can have, you should think long and hard before proceeding without one.
Let’s say our friend Fanny sells a percentage of her company to two other owners. Her operating agreement could stipulate how the LLC’s assets would be distributed among them in the case of dissolution. But if she decided to maintain sole ownership, the agreement could be used in court as evidence that the LLC’s assets are separate from her personal ones. These are just two examples, but the operating agreement governs everything from member duties to the tax structure.
If you’ve decided to draft an agreement, there are two ways to go about it:
- Write it yourself. Don’t be intimidated by this option. There are plenty of free online templates that serve as helpful guides. You can create an effective document from most of the templates out there, but we recommend this one, courtesy of Northwest Registered Agent. It’s got everything you need to draft a solid agreement.
- Hire an attorney. If you want to be absolutely sure that you don’t miss any important details, an attorney can write or review the agreement for you, ensuring that it complies with state law, includes all necessary information, and avoids the state’s default laws.
What are default laws?
Each state has its own set of generic, baseline laws for how LLCs should operate. These laws, however, only govern matters not included in your operating agreement. Take dissolution, for example. If your LLC ever dissolves, your operating agreement would determine what happens to its remaining assets and debts. But if you fail to include it in the agreement, the state will make that decision for you.
Because default laws are broad and not tailored to your specific business, they often aren’t in your LLC’s best interest, so it’s best to avoid them by being as comprehensive as possible in your agreement.
Step 5: Get an EIN
There’s simply no way to avoid taxes. In fact, it’s illegal to try, so don’t do it.
Federally, LLCs are classified as “pass-through” entities, businesses that don’t file corporate tax returns, but whose owners include income and losses on their individual returns. Still, there are certain circumstances that require LLCs to pay federal taxes, like classifying as a corporation or partnership, hiring employees, or selling merchandise. So, in Fanny’s case, if she plans on hiring additional florists and selling bouquets, she will need to apply for an EIN.
The Employer Identification Number (EIN) is a nine-digit number that the IRS will use to identify your company’s tax accounts, so if you pay any business taxes, it’s extremely important to have one. Click the “Do I need an EIN?” link on this page to see if you fall into this category. If so, apply for an EIN one of three ways:
Need to get this done quick? File online – it’s by far the most efficient method. You can only complete the process between 7 a.m. and 10 p.m. EST, Monday through Friday, but you’ll receive your number immediately upon finishing the digital form. Keep in mind that you will need to provide a valid individual taxpayer number (like a Social Security Number) as part of the process.
You might prefer the feel and security of a paper form. In this case, download Form SS-4, complete it, and fax it to (855) 641-6935. You will receive your EIN within four business days.
Or, there’s always trusty postal mail. However, this is the slowest option, as processing typically takes around four weeks. If that doesn’t deter you, fill out Form SS-4 and send it to:
Internal Revenue Service Operation
Attn: EIN Operation
Cincinnati, OH 45999
Okay, so you’ve filed the Articles of Organization, designated a registered agent, adopted an operating agreement, and filed for an EIN. Time to start doing business, right? Sorry, there are a couple of additional steps you may need to take first. But don’t worry, you’re almost there!
Step 6: Taxes, Licensing & Income Reporting
For all intents and purposes, most LLCs will be official after completing all the prior steps. Still, it’s important for business owners like Fanny to keep looking ahead, as there are certain maintenance requirements to keep a Louisiana LLC running smoothly and in good standing with the state.
Before you start doing business, create a plan for the following potential LLC requirements:
As mentioned earlier, LLCs are almost always classified as “pass-through” entities, which means that they don’t pay income taxes directly to the federal government. That responsibility falls instead on the owners, who must include business income and losses on their personal 1040 tax returns and/or Schedule C. LLCs are flexible with tax structure, so you can choose to have yours taxed like a corporation instead. In this case, it would need to file a separate corporate tax return.
Similar to federal income taxes, Louisiana income and losses must be reported on the LLC owners’ personal returns (unless you choose to have the LLC taxed like a corporation). And you won’t have to worry about paying a “franchise” or “privilege” tax either, because Louisiana doesn’t have any.
But you’re not in the clear yet. Depending on your LLC’s circumstances, it may be responsible for other business-related taxes. For example, if your company sells merchandise, it will owe Sales and Use Taxes. And if you hire employees, it will need to pay Withholding and Unemployment Taxes. You can register for any of these taxes through the Department of Revenue’s Louisiana Taxpayer Access Point.
Plus, depending on your LLC’s location, it may owe a local tax to its city, municipality, or county. Consult your local government’s website to find out.
The Articles of Organization may have already made your business legitimate, but your LLC might still need to obtain a license before doing business. This all depends, however, on the type of business you run.
Our friend Fanny, for example, would need to obtain licensure through the Horticulture Commission before opening her flower shop’s doors. Determine which licenses, if any, your LLC needs by visiting the Louisiana.gov Business Licenses page.
Different licenses and permits are managed by different agencies, but you can use geauxBIZ as the conduit for all licensing procedures.
Certain cities and counties require their own specific licenses on top of any state ones, so you should also check with your local government.
When you file the Articles of Organization, you will also need to include a notarized Initial Report. Then, every year after that, your LLC must submit an Annual Report on or before its anniversary date. Each report costs $30 and must be filed online through your geauxBIZ account.
After an LLC is formed, an annual report must be filed each year on or before the anniversary date of the LLC’s filing. Email notices or alerts through your geauxBIZ account will be sent a month before the annual report is due. The cost of filing is $30, and annual reports are required to be filed online.
The state provides an excellent step-by-step walkthrough video to guide you through the reporting process. If you’re unsure where to start, this short video will answer your questions.
Mark your Annual Report due date on your calendar and set a reminder on your phone, because a late report will cause your LLC to lose its good standing with the state, and if you fail three consecutive reports, your company can be administratively dissolved.
And we’ve come to the end. It’s a long process, and not always easy, but the reward is well worth it. If you’ve made it this far, congratulations! Your Louisiana LLC is ready for takeoff. So go ahead and start with that big sale, promotional campaign, or business deal. Maybe you’ll see Fanny out there in the business world, selling her beautiful floral creations.
Need Help Creating Your LLC?
If you even skimmed this guide to look over the steps, you likely got a sense of how many moving parts there are when starting an LLC. Can you do it all yourself? Absolutely. We have complete confidence in you.
But if you’d rather hand it off to someone else and not have to worry about it again, we recommend using an LLC formation service. This way, you can go about your other business responsibilities with the confidence that everything will be submitted correctly and punctually.
Plus, an LLC formation service can handle maintenance items like Annual Reports, so you can take them off your to-do list. And on top of that, many services also provide a registered agent.
Sound good? Whether you know that you’ll need an LLC service or you’re just exploring your options, take a look at IncFile and Northwest Registered Agent. These are two of the top services available. And you can take our word for it because we’ve done a whole lot of research on the topic.
Compare the Top LLC Services
Since you may be new to the LLC formation process, you might also be unfamiliar with IncFile and Northwest. As a reference point, they provide very similar services to the industry giant, LegalZoom. Check out our comparison guides for more information: