Louisiana LLC Formation Guide

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His guide to setting up an LLC in Louisiana includes step-by-step instructions for obtaining tax IDs and setting up company records.

Overview

Because they are affordable to set up, offer flexibility for the owners and are simple to manage, LLCs are the most preferred business structure. Your LLC legalizes your business and limits your personal liability. It also allows you to have tax flexibility. As you go through this process, the following steps will guide you.

Louisiana LLC Step-by-Step Instructions

  1. Check Name Availability

    Your LLC’s legal name may not be in conflict with any registered name. You can search for the name you want to check availability.

    Name Search: Louisiana Secretary of State, Commercial Division

    Name Search
    Name Reservation: Optional
    Suffix: Shall include the words “limited liability company”, or the abbreviation L.L.C. “, or the abbreviation L.C.” Low-profit limited liability corporations must contain the words “low profit limited liability company”, the abbreviation L3C, or the abbreviation l3c.

    Louisiana RS §12:1306

  2. Nominate a registered agent

    Before you can file to officially create your Louisiana LLC, it is necessary to determine who your Louisiana registered agents will actually be. Registered agents are the legal representatives of a business that receives notices about lawsuits and other legal or government notices.

    Every LLC must have a registered agent as required by state law. When you file Louisiana articles or organization with the Louisiana Secretary Of State – Commercial Division, the registered agent will be designated.

  3. Louisiana Certificate of Formation

    To create a limited liability company, file the articles of organization

    Agency: Louisiana Secretary of State, Commercial Division
    Form:
    Articles of Organization-Louisiana Limited Liability Company
    Filing Method Mail, fax or online.
    Agency Fee: $100 + $30-$50 optional expedite fee
    Turnaround: ~1 week. $30 expedite fee. You can file while you wait for $50 expedite fees.
    Law:
    Louisiana RS SS12:1301 et seq.
    Notes:
    • Include the following information when you file by mail
      • Transmittal Information cover form
      • Form 365: Articles of Organization for Louisiana Limited Liability Company
      • Form 973: Initial Report of LLC
      • Signature notarized
      • Filing fee
    • Louisiana also has an L3C structure that meets other formation requirements.

  4. Start a Report

    Agency: Louisiana Secretary of State, Commercial Division
    Form:
    Supplemental First Report
    Agency Fee: This fee is included in the foreign qualification fee or incorporation fee.
    Notes: When filing articles of organization, the initial report should be attached.

  5. Establish Company Records

    Your LLC must maintain accurate and complete records. Your LLC’s first records will be your filed articles of organization. Other official records that your LLC may produce include:

    • Minutes of meetings
    • Operating agreement
    • EIN verification letter
    • Amendments to and other filings made by the LLC during its lifetime

  6. Make the Operating Agreement

    An Operating Agreement is the governing document of the LLC. This document outlines the rules and procedures for how the LLC will operate, such as holding an annual meeting. The agreement will be reviewed and approved at your organization meeting.

  7. Organise the Organizational Meeting

    The organizational meeting is the first meeting of members of an LLC. To conduct this meeting, you will need to have your filed articles of organisation and your operating agreement. Keep a record of the meeting and keep it in your company records book.

  8. Register for a Federal Employer Identification Number.

    An EIN is required for any LLC that has more than one member, or hires employees. A bank account opening requires an EIN.

    Agency: Internal Revenue Service (IRS).
    Form:
    IRS Form S-4
    Filing Method You can send mail, fax or online by phone.
    IRS fee $0
    Turnaround: Online or over the phone, immediately. 4 business days via fax. 4-5 weeks via mail
    Notes: Only certain hours are available for the IRS website. Before closing your session, print your EIN. For more information, please refer to IRS Pub 1635 Understanding Your EIN.

  9. Get Louisiana State Tax Identification Numbers/Accounts

    Louisiana offers a single application for tax registration.

    Send your submission to:
    Louisiana Department of Revenue

    http://www.rev.state.la.us/

    Form:

    R-16019: Request for Louisiana Revenue Account Number
    Filing Method
    Mail or online
    Fee:
    $0
    Turnaround:
    Online delivery takes 3 business days or by mail, 4-6 weeks

  10. Consider Electing C-Corp Taxation or S-Corp Fiscal

    Your LLC will automatically be subject to pass-through taxation. However, the majority of LLCs maintain this tax classification. Some LLCs can choose to elect S-Corp and C-Corp tax treatment.

    • Owner-employees with more than $75,000 per annum can benefit from S-Corp to reduce self-employment taxes.
    • Double taxation is a problem for C-Corps: members pay taxes on distributions and the corporation pays taxes. You may be eligible for C-Corp tax treatment if your profits exceed $250,000 or you offer employee benefits.

  11. Get Business Licenses and Permits

    You must have the appropriate licenses and permits to run your business legally. It is easy to find the right licenses and permits for your state and federal business.

    Louisiana Business License

    NOT REQUIRED

     

    Louisiana does not require licensure for general business licenses.

    Louisiana does not have an overall business license at the state-level, but licenses for local businesses are required.

  12. You must continue to file for your LLC

    You are required to file both federal and state tax returns.

    To maintain good standing with the secretary-of-state, many states require that business entities file an annual report. The table below shows how LLCs in Louisiana must file an annual report.

    Louisiana Corporation Annual Report Requirements:

    Agency: Louisiana Secretary of State, Commercial Division
    Form:
    To print your form, locate your company record.
    Filing Method Mail or online.
    Agency Fee: $30 + $5 Fee to Pay by Credit Card
    Due: Each year, file an annual report by the anniversary of your registration. If you were incorporated on February 14, then your annual report must be filed by February 14.
    Law:
    Louisiana Laws, SS 12:205.1.
    Original Ink Not necessary
    Notarize: Not necessary
    Penalties: No late fee. No late fee for dissolution or revocation of your business.
    Notes:
    • Online filings of annual reports cannot be submitted more than 30 days before the due date.
    • A director, officer, manager, member or partner can file.
    • If you send your file by post, original signatures will be required