Forming an LLC in Louisiana
Maybe you'd like to start a limited liability company (LLC) in Louisiana. To do so, you have to comply with state law and file the appropriate paperwork with the Louisiana Secretary of State. Make sure that you take the time to properly form and maintain your Louisiana LLC by learning the state's requirements for this type of business entity.
Steps to Forming an LLC in Louisiana
Name Your LLC
Naming your LLC is an essential first step because it affects your brand and has legal implications. You should consider the legal requirements when choosing your Louisiana business name.
Your Louisiana LLC name:
- Must be distinguishable from every other business name on file with the state
- Must contain the term "limited liability company" or the abbreviation "L.L.C.," or "L.C."
- Cannot contain any restricted words unless you have the proper licensing
- Cannot contain any words or phrases that indicate that your business is a governmental agency
Since your name must be unique and distinguishable from all other registered business names in the state, you should conduct a name search to check for name availability. If the company name you want to use is already taken, you need to choose a different business name. If you have a name but aren't ready to officially start your business, you can submit an application for a name reservation to the Secretary of State for a $25 fee. Once you've settled on a name, you can reserve it. A name reservation will hold the name for you.
Get a Registered Agent
LLCs in Louisiana must have registered agents to handle service of process. A person or company could serve as your Louisiana registered agent. Note that your registered agent must be able to accept legal documents for you during regular business hours. They must also have a physical street address in the state. Business owners often use a registered agent service to ensure receipt of notices and other important mail.
File Your Articles of Organization
LLC articles of organization can be filed online or by mail in Louisiana. However, residents of the following parishes only have the option to file online:
- East Baton Rouge
- St. Tammany
The Louisiana Articles of Organization that you file to form your business should include your LLC's name, office address, registered agent, and business purpose. If you file by mail, you'll need to include an initial report. The filing fee for domestic LLCs is $100.
Draft an Operating Agreement
An LLC operating agreement is a document that typically addresses the rights and responsibilities of members of the LLC, ownership, liabilities, and procedures for admitting new members and taking votes.
You're not required to have a Louisiana LLC operating agreement in the state, but it's still an important document to have. When conflicts arise, you can look to the operating agreement for guidance on how to resolve them. Without an operating agreement, state LLC laws would apply in the event of a dispute.
Get an EIN
Getting an Employer Identification Number (EIN) from the Internal Revenue Service (IRS) is a step that is often necessary for most new businesses. The EIN is similar to a Social Security number but assigned to businesses. You'll need this number to open up a bank account for your business and to hire employees. Get your EIN for free on the IRS website.
Set Up Business and Tax Accounts
You should consider setting up accounts with the Louisiana Secretary of State and Department of Revenue to make it easier to maintain your business. You can register with the Secretary of State by creating an account with their GeauxBiz portal. Here you can submit business filings and request documents or business records you may need to operate your business.
You can register with the Department of Revenue by setting up an account with their Taxpayer Access Point portal to report and pay business taxes. You may also need to register with the Louisiana Workforce Commission if your LLC will have employees.
Depending on the type of business your LLC conducts and where it's located, it will likely be subject to certain state business taxes and local business licensing. You can contact the Louisiana Department of Revenue for more information about state taxes.
State Business Tax
LLCs taxed as corporations for federal income tax purposes that generate income within Louisiana must file an income tax return. Unless exempted, LLCs taxed as corporations must also file and pay the state franchise tax. More information about the types of LLCs that must pay the franchise tax is available on the Department of Revenue's website.
State Employer Tax
LLCs with resident and nonresident employees performing services within Louisiana must withhold the state income tax from employee wages. If the employee is a resident of Louisiana but performs services in another state, the withholding tax still applies if the employee is not taxed by the state in which the services are performed.
Sales and Use Taxes
If your LLC leases, rents, or sells tangible personal property in Louisiana, it is subject to the state sales tax. The sales tax also applies to LLCs that furnish services within the state. There may be additional tax requirements for specific types of property and services. For example, LLCs that qualify as a “dealer" under state law are required to obtain a sales tax certificate from the Department of Revenue.
Business Licenses and Permits
You will receive a state business license by properly filing your articles of organization and registering your business with the Secretary of State. LLCs that offer professional services should have a license from the state board that oversees their profession or occupation. You can get information about licensing requirements on the Louisiana.gov website. Depending on the parish or city where your LLC is located or does business, you may also need to get local business licenses and permits.
Registration in Other States
If you want to do business outside of Louisiana, you have to register your LLC in the state or jurisdiction in which you're looking to expand. You will likely apply to be a foreign LLC in that state and be required to pay a fee and provide proof of your LLC's good standing in Louisiana.
Each year after forming your LLC, you must file an annual report with the Secretary of State, preferably through the GeauxBiz portal. You can update and amend information about your LLC in the annual report filing. The state fee for annual reports is $30.
Louisiana LLC Formation FAQs
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