Knowing the basics of forming an L.L.C. in Louisiana is essential to ensure your business runs smoothly.
In this article, I'll discuss the steps required to form an L.L.C. in Louisiana. I'll also explore everything you need to know about registering your L.L.C. in the state when it comes to specific fees.
Cost Of Starting An LLC In Louisiana
Let's take a closer look at what it costs to form an LLC in Louisiana.
When you file your Articles of Organization with the Secretary of State, there is a $100 filing fee. This must be paid when filing and can be paid online with a credit card or by check if submitted by mail. Additionally, suppose you would like to reserve the name for your business entity before filing your Articles of Organization. In that case, a $25 name reservation fee must be paid when submitting the Name Reservation Request Form.
Corporate Franchise Taxes
In addition to filing fees, all businesses registered in Louisiana must pay annual corporate franchise taxes, which are due on May 15th every year for businesses formed during the prior calendar year. The amount due will depend on how much capital was invested into the company and whether or not the company has elected S Corporation status (if applicable).
The base rate for Corporate Franchise Tax payments is $15 plus 0.5% of each dollar over $1 million invested into the business per year - up to a maximum rate of $3 million per year. Payment must be made online via credit card or ACH transfer.
Certificate Of Organization And Good Standing Fees
Suppose you are planning on actively conducting business within The Pelican State. In that case, you may need to obtain either an Annual Certificate Of Organization (ACO) or a One-Time Certificate Of Good Standing (CGS). Both certificates are issued directly from the Secretary Of State's Office upon confirmation that all appropriate filings have been completed successfully.
These documents are required by law when presenting evidence that confirms compliance with all applicable local regulations about conducting business operations within Louisiana's state boundaries.
An ACO must be filed annually with the Secretary Of State for a fee of $25, while CGS only needs to be filed once and costs $20.
Forming An L.L.C. In Louisiana
Here's how to form a limited liability company in Louisiana.
Steps To Starting An LLC In Louisiana
One of the most important steps is selecting a unique name for your L.L.C. This name should stand out from the crowd and have appeal, but also be legally compliant.
For an L.L.C. in Louisiana, there are specific requirements your chosen business name needs to meet. The title must include one of these terms or abbreviations: “Limited Liability Company,” “L.L.C.,” or "L.L.C." It's also essential to avoid any words that are restricted by the state, such as “bank” or “attorney,” which may need additional documents and licensing before being used as part of your business name.
It's always worth reserving your website URL and chosen company name before formally registering your L.L.C. This will help prevent someone else from taking them before you've had a chance to do so! This process can be done quickly online; however, it may require additional fees depending on how long you wish to retain them.
Another tip is to double-check if anyone else has already trademarked or registered the same or similar names before deciding on yours - this will help reduce potential legal issues.
Descriptions & Authorized People
The next step requires that descriptions of any activities undertaken by the company be provided along with an industry code assigned by NAICS (North American Industry Classification System). Lastly, include names and addresses of any people legally authorized by the company, such as members/managers or organizers who can sign electronically to finalize the Articles of Organization filing process in Louisiana.
What An L.L.C. Certificate Means For Your Business
After you’ve filed your L.L.C. paperwork with the state, you may anxiously await that elusive piece of paper - the L.L.C. certificate. As soon as it arrives in the mail, you’ll know you’re officially an entrepreneur! This document is essential to starting and running a legitimate business.
The L.L.C. certificate is your business’s legal ticket to enter the entrepreneurial world. You can use it to do all of the following things:
The Company's L.L.C. Operating Agreement
An operating agreement in place outlines the way you will conduct dealings and how decisions will be made. This document should include vital information such as names, addresses, percentages of interests in the company, voting procedures - even how long it will be active! Without an agreement to guide decisions, they may not always align with what’s best for everyone involved.
Additionally, it should include details on how profits and losses are distributed among members, procedures for changing ownership percentages, voting rights, indemnification of members from certain lawsuits, dispute resolution processes, and more.
Having your operating agreement drafted professionally by someone familiar with L.L.C. regulations ensures that all necessary information is included in your document. A professional can also ensure that it meets all state requirements while considering other factors specific to your circumstances, such as multiple owners or employees working together. This step is crucial if you expand your business outside Louisiana because different states have varying laws regarding what constitutes a valid operating agreement. Having your documents drafted by a professional lawyer means you can rest assured knowing everything has been taken care of properly!
Understanding Your L.L.C.'s Registered Agent Requirements In Louisiana
Louisiana requires that every L.L.C. have a registered agent who is either a resident of the state or an authorized representative with a physical street address within the state. The agent must also be available during regular working hours to accept service of process if needed. It is important to note that you may choose to act as your registered agent, but you will need to meet all these qualifications first.
A registered agent’s primary duty is to receive official government correspondence and legal documents on behalf of the L.L.C., such as annual reports (costing $30), tax forms, notices from the Secretary of State, lawsuits, subpoenas, etc.,
Then, the agent will forward these documents promptly to the appropriate person within the company. A registered agent should also notify clients when they receive official correspondence and other important information from the state or federal government.
If you need to change your existing registered agent for any reason – such as moving out-of-state – you have to file a new form with the Secretary of State’s office specifying who your new registered agent will be.
This can be done online or by mail using Form 149 – Appointment/Change of Resident Agent for Limited Liability Companies (L.L.C.). You will need to fill out basic information about yourself and your company and provide payment for filing fees before submitting it.
All About The E.I.N.s In Louisiana
An Employer Identification Number (E.I.N.) is a nine-digit code the I.R.S. assigns as your L.L.C.'s unique identifier for taxes and other financial purposes. It must be included on all tax returns and other documents associated with operating a business. An E.I.N. is also a Federal Tax Identification Number (FTIN).
Having an E.I.N. comes with many benefits for businesses in Louisiana and beyond. For one thing, it makes filing state and federal taxes much more accessible. An E.I.N. also allows companies to open bank accounts in their name instead of using their personal Social Security number or another individual's identification number. It makes hiring employees simpler as employers will need this unique identifier when reporting wages paid to employees on tax forms like Form 941 and Form W-2s. Lastly, using a separate entity identification number rather than your personal Social Security Number helps protect against identity theft.
Obtaining an E.I.N. in Louisiana is relatively straightforward. You can get one either through mail or online. For the former, you would need to fill out Form SS-4 and mail it to the I.R.S. along with payment of any applicable fees. Online applications usually only require basic information about your company, such as its name, address, type of organization, etc. Once you have obtained an E.I.N., it should be used consistently throughout all federal tax transactions.
Reinstating Your Articles Of Organization
When an LLC fails to pay its annual report or franchise tax fee by the due date, the Louisiana Secretary of State may revoke its Articles of Organization. Revoking these articles means that the LLC is no longer legally recognized in the state and cannot operate as an LLC. In some cases, this could also open owners to personal liability for debts and obligations incurred during this period.
To reinstate an LLC’s articles of organization, you must complete the Certificate of Reinstatement form and submit it along with any required fees. The amount may vary depending on LLC'selinquent you are; if you are more than three years late on a payment, additional costs will be charged.
As long as all fees are paid in full, the reinstatement process is usually quick- within five business days after payment is received by the Secretary of State.
Once reinstated, your LLC will be recognized by Louisiana law and able to conduct business by state regulations. It is important to note that reinstatement does not revive any legal rights or privileges that were suspended between when your articles were revoked and reinstated. Additionally, reinstating does not remove any liens or judgments imposed during this period- those must be addressed separately from article reinstatement.
The above information outlines all necessary steps to register an LLC in Louisiana successfully. This information can save you time and money, from filing fees and franchise taxes to obtaining certificates of organization and good standing.
Whether you're just starting in business or have been around for a while, it's essential to understand the filing process and all associated costs. That way, you can make sure your business is compliant with state laws and regulations to operate your business without interruption or facing legal action.