A limited liability corporation (LLC) is a type of legal entity used to organize a business. It combines a corporation’s restricted liability with a partnership’s or sole proprietorship’s flexibility and absence of formality. An LLC should be considered by every business owner who wants to restrict his or her personal liability for business debts and lawsuits.
To incorporate a Louisiana LLC, you must submit the Articles of Organization to the Louisiana Secretary of State for a fee of $100. You have the option of applying online or by mail. The Louisiana Limited Liability Company’s Articles of Organization are the legal documents that establish the company. To get started, follow our step-by-step How to Start an LLC in Louisiana tutorial.
Step 1: Name your LLC
An LLC’s name must include the words “limited liability company” or the abbreviation “L.L.C.” or “L.C.” according to Louisiana law. (The terms “Low-Profit Limited Liability Company,” the abbreviation “L3C,” or the abbreviation “l3c” must appear in the name of a low-profit SMLLC.)
The name of your LLC must be distinct from the names of other businesses registered with the Louisiana Secretary of State. The availability of names may be verified online. By submitting a Name Reservation form (Form #398) to the Secretary of State, you can reserve a name for up to 60 days. Reservations can be made either by mail or online. The IRS Employer Identification Number (EIN) of the LLC must be given if the Articles of Organization are filed online. It’s a good idea to reserve the name before applying for an EIN to make sure it’s still accessible.
When doing business in the real world, you don’t have to use the formal legal name listed in your LLC’s Articles of Organization. Instead, you can use a fictional identity or a trading name, which is sometimes known as an assumed name, “DBA” (short for “doing business as”). In Louisiana, you must first register your business name with the Secretary of State. You can register by filing an application to Register Trade Name Trademark or Service Mark (Form # 309) online or by mail. LLCs in the parishes of Ascension, Bossier, Caddo, Calcasieu, East Baton Rouge, Jefferson, Lafayette, Livingston, Orleans, Ouachita, Rapides, St. Tammany, Tangipahoa, and Terrebonne must file their paperwork online. The cost of submitting is $75.
Step 2: Choosing a registered agent in Louisiana
You must choose a registered agent for your LLC in Louisiana. The person or entity authorized to accept service of process and other formal legal papers and notices on behalf of your LLC is known as a registered agent.
A registered agent might be a person (such as yourself or an employee of your LLC) or a company that provides this function. They must satisfy the following requirements: entities (or businesses) must provide registered agent services, the agent must be on-site and ready to take papers during regular business hours, and the agent must have an address in Louisiana.
Step 3: File the Louisiana LLC Articles of Organization
The Louisiana Secretary of State accepts Articles of Organization Limited Liability Company (Form #365) to form a Louisiana LLC. The articles and the preliminary report can be submitted online. LLCs in the parishes of Ascension, Bossier, Caddo, Calcasieu, East Baton Rouge, Jefferson, Lafayette, Livingston, Orleans, Ouachita, Rapides, St. Tammany, Tangipahoa, and Terrebonne must file online. Paper copies may be filed by postal mail, email, or fax for LLCs not situated in these parishes. The organizers’ signatures on the Articles of Organization and the registered agent’s signature on the Initial Report must be notarized if paper copies are filed.
If you file your certificate online, you’ll normally need the following information: Your LLC’s name, purpose, street address, LLC’s mailing address (if different from street address), registered agent’s name and address, whether the LLC is member managed or manager-managed, the LLC’s tax treatment, the names and addresses of each manager (if any), an electronic signature of a member, manager, or organizer, a description of the LLC’s business, including NAICS code, the names and addresses of any people authorized to execute the LLC’s documents (if any).
For paper filings, you’ll need the following information: the LLC’s name, purpose, whether the LLC is perpetual or limited, and the organizers’ signatures.
The LLC’s name and street address, LLC’s registered agent names, street addresses, and signatures, LLC’s original managers or members of the names and street addresses, and the signature of each individual who signed the Articles of Organization must all be included in an initial report (Form #973).
The Secretary of State will evaluate your Certificate after you have filed it. The LLC becomes a legitimate business entity once the certificate is accepted.
Step 4: Create a Louisiana LLC Operating Agreement
In Louisiana, an LLC operating agreement is not necessary, although it is strongly recommended. This is an internal document that lays out the rules for how your LLC will operate. It outlines the members’ and managers’ rights and obligations, as well as how the LLC will be handled. It can also assist you keep your limited liability status by demonstrating that your LLC is a separate legal organization. In the absence of an operating agreement, your LLC will be governed by state LLC legislation.
Step 5: Obtaining an EIN
Even though your LLC has no workers, it must get its own IRS Employer Identification Number (EIN) if it has more than one member. If you organize a one-member LLC, you only need to get an EIN if it will have workers or if you choose to tax it as a corporation rather than a sole proprietorship (disregarded entity). An EIN is necessary if you file the LLC’s Articles of Organization online. On the IRS website, you may apply for an EIN by filling out an online application. There is no charge for filing.
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