How To Get An LLC In Louisiana
If you’re thinking of starting a business in Louisiana, you’ll need to know about the different types of business structures available to you. One popular option is the LLC (Limited Liability Company).
The Limited Liability Company is a popular type of entity for businesses starting in the state of Louisiana. The LLC provides personal asset protection and has the potential to save money on taxes. With our guide, you can learn how to form an LLC in Louisiana without an attorney.
Unlike a sole proprietorship or partnership, where the small business owner can be held personally liable for lawsuits against the business, the LLC is a separate legal entity that protects the business owner’s personal assets. So, if the LLC is sued, the owner’s personal assets are usually protected.
Besides the liability protection, the Limited Liability Company provides several other benefits over the sole proprietorship, partnership, and corporation because of the multiple tax options, ease of administration, and management flexibility.
Related: How to start a business in Louisiana
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Steps to Form a Louisiana LLC
While it can be intimidating to form an LLC for the first time, with a little research and patience, you can learn how to form an LLC in Louisiana without an attorney.
Let’s break down the steps on how to complete the Louisiana LLC formation process.
Step 1: Choose a Name for the LLC
The first step in forming a Louisiana Limited Liability Company is to make sure the name you want is available.
It’s critical to do a name search before registering an LLC name, as the name of each LLC must be distinguishable from other entity names registered in the state of Louisiana. Fortunately, the Louisiana Secretary of State makes it easy to search and verify if your LLC name is available. Here is more information on how to do a Louisiana LLC name search.
In addition to finding a unique name, there are a few additional requirements that are referenced in Louisiana Revised Statute § 12:1306
1- The name of the LLC must include an approved entity designator at the end of the business name. The approved entity designators include:
– Limited Liability Company
– LLC
– L.L.C.
– LC
– L.C.
A comma may be used after the business name and before the designator. “Cowboy Cleaners L.L.C.” and “Cowboy Cleaners, L.L.C.” are both acceptable.
One question that may be confusing is, “Said name is requested to be reserved on behalf of.” In this field, enter the name of a member or manager in the LLC.
2 – The LLC name can’t contain any word or phrase which indicates or implies that it is organized for an unlawful purpose or is different from what is indicated in the Articles of Organization.
3 – The name of the LLC can’t imply that the company is an administrative agency of any parish of this state or the United States.
4 – An LLC name can’t include any words in its name that would deceptively or falsely suggest a charitable or nonprofit nature.
5 – In order to use the words “engineer,” “engineering,” “surveyor,” or “surveying” in an LLC, the Secretary of State requires written notice of approval from the Louisiana Professional Engineering and Land Surveying Board
6 – If an LLC in Louisiana includes the words “bank,” “banker,” “banking,” “savings,” “safe deposit,” “trust,” “trustee,” “building and loan,” “homestead,” or “credit union,” in its name, the Secretary of State requires written approval from the Commissioner of the Office of Financial Institutions
If you find a name you want to use but are not ready to form the LLC, the Application for Reservation of Trade Name (Form 398) can be filed to reserve the name for up to 120 days. The state fee to reserve a name is $25.
You may also want to see if a domain name is also available to have a matching website address.
Step 2: Appoint a Louisiana Registered Agent
Every LLC in Louisiana is required to have a Registered Agent. A Registered Agent will act as a central point of contact to receive legal documents, tax notices, summons, subpoenas, etc., on behalf of the LLC.
The basic requirements to be a Registered Agent in Louisiana include:
– The agent must be a Louisiana resident at least 18 years of age or a commercial Registered Agent service
– The agent must have a physical address in the state (PO Boxes aren’t allowed)
– The agent must generally be available during normal business hours at the address provided to receive service of process
Learn more about the requirements for a Registered Agent in Louisiana
Any individual meeting the requirements can be the agent; however, the agent’s name and address become public record, and with that comes a loss of privacy. This is more important for some entrepreneurs, especially when doing business from home or still employed. Hiring a commercial Registered Agent service like Northwest Registered Agent will help keep the owner’s names from being publicly listed.
Note – The Louisiana Registered Agent must agree to be the Registered Agent of the LLC by clicking on a link emailed from the Secretary of State. If the Registered Agent does not accept, the LLC will not be filed.
Step 3: File the Louisiana LLC Articles of Organization
The paperwork to officially create an LLC in Louisiana is called the Articles of Organization. To submit the paperwork, either file online or download the Articles of Organization through the Louisiana GeauxBiz website.
Related: How to fill out the Louisiana Articles of Organization
Depending on the parish where the LLC will be located, online filing may be the only option. LLCs with a registered office address in the Ascension, Bossier, Caddo, Calcasieu, East Baton Rouge, Jefferson, Lafayette, Livingston, Orleans, Ouachita, Rapides, St. Tammany, Tangipahoa, or Terrebonne parish will have to fill out the online application.
If filing by mail, be sure to also file Form 973, Initial Report with the Louisiana Articles of Organization. The mailing address for the forms is:
State of Louisiana Secretary of State
P.O. Box 94125
Baton Rouge, LA 70804
Both forms will also need to be notarized. If filing online, the Initial Report will be filed at the same time.
When filling out the Articles of Organization, there are a few sections that may be a little confusing. Let’s go over a few of those sections to help you get your LLC started right.
Select Entity – One of the questions in the Articles of Organization asks you to select the type of business entity you intend to form. In this instance, we are looking at how to form an LLC.
The following question asks whether the entity is a “Domestic LLC” or “Foreign LLC.” In this instance, foreign is an entity filed in another state that intends to physically do business in Louisiana (open another branch, hire employees, etc.). Most people on our site are looking to start their first business in Louisiana and would choose “Domestic.”
Related: What’s the Difference Between a Domestic and Foreign LLC?
Business Purpose – The first option lists “Engaging in any lawful activity” and is what most LLCs enter. The other option is to enter information about what the business does. It’s usually recommended to stay with the first option because if you list a specific business activity and decide to change later, additional filings will be needed to update the Articles of Organization.
Duration of the LLC – Most businesses intend to exist forever, and if so, would choose “perpetual.” If you have a specific end date in mind (typically used for investment-related businesses), choose “Indefinite, dissolves on {specific date}” and enter the closing date.
Other Provisions – If there are other operational rules for the LLC to follow that you would like to include in the Articles, add them here. Most LLCs skip this step.
Title – This section asks you to either enter “Member,” “Manager,” or “Organizer.”
- A member is an owner of the LLC.
- A manager is an individual hired by the members to run the LLC, similar to a CEO of a corporation.
- An LLC organizer is someone helping form the LLC, sometimes an attorney or accountant.
Click the “Next” button to continue.
Registered Office Location – In this section, enter the street address, city, state, and zip code of the initial registered office. This address must be located in Louisiana, which can be the Louisiana Limited Liability Company’s physical address, the address where the business records are stored, or the address of the registered agent. A PO Box may not be used.
Describe your business activity – This section is used to classify what industry the business operates in. If you choose to list your business industry, select a NAICS Code from the drop-down menu.
The NAICS (North American Industry Classification System) code is a six-digit number that classifies and categorizes different types of businesses. This information is used in reporting statistical data for each of the industries in the U.S. Remember this number as you will need it when filing annual tax returns. Find your NAICS number here.
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What To Do After Starting A Louisiana LLC
Once the LLC has been formed, there are a few additional steps to take care of. Below is a list of the most common tasks.
Prepare a Louisiana LLC Operating Agreement
The operating agreement is a document that governs the framework of an LLC. This document covers items like ownership rights, LLC member responsibilities, how profits and losses are distributed, and more.
Most states do not require an LLC to have an operating agreement, but it is still worth considering. Without an operating agreement:
- The LLC could be subject to generic state rules that may be detrimental in the event of a lawsuit.
- Member’s personal liability protection may be diminished.
- Members may not fully understand their roles and responsibilities, which could lead to costly disputes in the future.
Related: Louisiana operating agreement template
Obtain an EIN
If the LLC will hire employees or is owned by more than one member, an EIN is required.
The EIN or Employer Identification Number (also referred to as a Federal Employer Identification Number, FEIN, or Federal Tax ID Number) is a unique 9-digit tax identification number assigned to a business by the Internal Revenue Service (IRS). Similar to a social security number for an individual, the EIN identifies business entities for tax purposes. The EIN will be needed to hire employees, open a bank account, build business credit, register for business licenses and permits, file federal and state taxes, and more.
There is no cost for the EIN when registering through the IRS. The number is available immediately when applying through the IRS website; however, you can also register by phone, fax, or mailing IRS Form SS-4.
If an Employer Identification Number isn’t required, the LLC can use either the owner’s social security number or register for an EIN.
Related: How to Apply for an EIN
Open an LLC Bank Account
Opening a bank account for your LLC is important for liability protection as the account separates the business’s funds from the member’s personal funds.
Several documents will be needed to open a business bank account, such as:
- A banking resolution is a document that authorizes the members to open a business bank account on behalf of the LLC.
- Copies of the original Louisiana LLC formation paperwork from the state showing the creation of the LLC.
- Driver’s licenses of the members.
- In some circumstances, a Louisiana Certificate of Good Standing may be needed to prove the LLC is active and in good standing with the state.
Related: How to Open a Business Bank Account for your LLC
Apply for Business Licenses and Permits
Depending on what your business does and where it is located, there will likely be various business licenses and permits needed before starting. Some common registrations include:
- Business Licenses –The state of Louisiana doesn’t have a general business license; however, many cities require a business license to operate.
- State Sales Tax License – Businesses selling products and certain services will need to register for a Business Tax License with the Louisiana Department of Revenue. More information about business licenses can be found on the geauxBIZ website.
- Occupational License – Some services such as physical therapists, interior designers, detectives, cosmetologists, barbers, architects, and massage therapists require licensing in Louisiana. While this isn’t a license on the business, licensing is required in order to operate.
Related: What business licenses and permits are needed in Louisiana?
File Louisiana LLC Annual Reports
To stay in compliance with the state, LLCs are required to file an annual report with the Louisiana Secretary of State. The annual report costs $35 each year and updates ownership information and other details.
Related: How to File a Louisiana LLC Annual Report
Louisiana LLC FAQs
How much will it cost to start an LLC in the state of Louisiana?
The cost of starting an LLC in Louisiana is a $100 filing fee to submit the Articles of Organization to the Louisiana Secretary of State.
Do you have to renew your LLC every year in Louisiana?
Yes – Each year, an Annual Report will need to be filed, along with a state filing fee of $35 will be sent to the Louisiana Secretary of State’s office.
How long does it take for an LLC to be approved in Louisiana?
It normally takes 2-3 business days when filing online or about one week when filing by mail for the state to process the LLC paperwork in Louisiana.
Do I have to pay to hire a registered agent?
Anyone can act as a registered agent, provided they are at least 18 years old, reside in the state, and are generally available to receive documents during normal business hours.
Does an LLC need a business license in Louisiana?
It’s sometimes thought that the LLC and business license are the same in Louisiana, but they aren’t. An LLC is referred to as the business entity, which is how the business is organized to conduct business. A business license is an approval from a government entity to legally operate.
What is a Foreign Limited Liability Company?
A foreign LLC refers to an LLC that is physically operating in states outside of the state where it was formed. Physically operating means having a presence, such as having an office or employee. The LLC will need to register as a foreign LLC in each state where it plans to operate.
What is a Professional Limited Liability Company?
Businesses that require state licensing, such as accountants, attorneys, podiatrists, physical therapists, acupuncturists, etc., often must file as a Professional Limited Liability Company (sometimes referred to as a Professional LLC or PLLC) instead of an LLC. Filing for a PLLC is very similar to that of an LLC.
Is an LLC the same as a corporation?
The LLC is one of four main types of business entities. You can learn more about each here:
What is a sole proprietorship?
What is a general partnership?
How to form a Louisiana corporation
