Incorporate a Business in Louisiana
CorpNet makes it fast and easy to incorporate a business in Louisiana. You can register your business online or have one of our experienced filing experts assist you.
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Incorporating in Louisiana doesn’t have to be the daunting task that it appears. In fact, with CorpNet’s assistance, you can be on your way to establishing your corporation in no time.
The authority for incorporating in Louisiana falls under the Secretary of State, Commercial Division. This Division also maintains all of the corporate filings of record. The main location is in Baton Rouge. It is very important to select the proper business structure when you are considering your business. This is actually one of the most important decisions that you will make and each one has its own set of advantages and disadvantages. The various types of business structures available are Domestic Corporation, Domestic Limited Liability Company, Domestic Partnership, Foreign Corporation, Foreign Limited Liability Company, Foreign Partnership, Limited Liability Partnership, Collection Agency, and Cable & Video Franchise. Other permits and licenses may be required at the county or the city level in Louisiana.
5 Steps to Incorporate in Louisiana
Choose a Name for the Corporation
Search to make sure your company name is available. You can use the free CorpNet company name search. Your corporate name in Louisiana will have to include one of the suffixes, Corporation (or Corp.); Incorporated (or Inc.) and for limited liability companies, LLC. Louisiana has reserved the words: Bank, Trust, and Engineer/Engineering – these can be used in your name if you have the appropriate certificates and licensing, but otherwise are prohibited. Your corporate name cannot imply a service or business which conflicts with the purpose stated when you register.
Register Your Corporation
Register your corporation (or LLC) with the Secretary of State. CorpNet offers filings of the Articles of Incorporation (for corporate structures) and for LLCs, Articles of Organization.
Hold an Official Meeting
Hold the first official meeting for the corporation or LLC and adopt the Bylaws (corporations) or Operating Agreement (LLCs). This is a legal meeting and must be recorded as such. (See section below about officers and documentation.)
Apply for an EIN
Apply for a Federal Employer Identification Number (EIN) under the corporate name. In Louisiana, this will also serve as your State Tax Identification Number. You will also have to arrange for a bank account under this number for accounting purposes. Your financial institution will want a copy of the EIN as well as a certificate of registration from the Secretary of State.
Obtain Licenses and Permits
Obtain any specific licenses and permits required, either statewide or for the county in which you will do business. Some examples would be: Electrician’s license, trucking licenses and permits, Liquor license, etc.
Foreign and Domestic Corporations
Basically, a domestic business organization is one that is formed in Louisiana. Conversely, a foreign business organization that operates in the state of Louisiana is one that was established elsewhere.
If you are registered to do business in another state and want to be eligible to start a corporation in Louisiana, you will have to submit either the Application of Foreign Corporation for Certificate of Authority or the Application of Foreign Limited Liability Company for Certificate of Authority. You must also submit a Certificate of Good Standing or Existence from the secretary of state of the state that you are registered in. The certificate has to be less than 90 days old.
Officers and Documents
A corporation must have a minimum of one director. No director is able to serve more than 5 years in a single term. The director has to be a natural person, although other qualifications might be set forward by the bylaws. The number of shares and rights of each class that the corporation is allowed to issue should be included in the articles of incorporation. In addition, the par value of the shares, if there’s only one class, has to be included in the articles as well.
The board of directors must elect a president, secretary, treasurer and one or more vice presidents. If the officers are listed in the articles or an adjustment to them, a non-post office box address must be listed for every officer. All officers are able to hold more than one office in the Louisiana incorporation, as long as no officer signs a certificate or other legal document in more than one position.
A corporation must also have a registered agent. A registered agent can be an individual or a corporation depending on the business organization. Regardless, they must be designated by the entity to accept official correspondence from the state of Louisiana. The registered agent can be a resident the state, or they can be a Louisiana profit or nonprofit corporation, or even a foreign profit or nonprofit corporation that is eligible to conduct business in the state. The majority of business organizations that conduct business transactions are required to have a registered agent.
Common Form
- Articles of Incorporation – This is the articles of incorporation filed with the Secretary of State. For foreign corporations, the filing is called: Application for Certificate of Authority.
- Application for Reservation of Name – This form results in a name search and reserves a business name for 120 days.
- Articles of Amendment – This is one of several forms used to alter or modify information about the corporation.
- Change of Registered Office or Agent – You are able to add or delete a registered agent by filing the Change of Registered Office or Agent form. You can also add or delete a manager or officer by filing either the Notice of Change of Member/Manager form or the Notice of Change of Officer/Director form, depending on which one is relevant in your situation.
- Affidavit to Dissolve – Used to dissolve a corporation. There are other forms required for mergers and consolidation.
Forming a Corporation Online
Incorporation in Louisiana can be conducted through our services in order to make things easier and less overwhelming. Although some filings are not available online (such as the Corporate Name Reservation) they can be faxed or mailed.
We offer complete packages that let you to establish your corporation or LLC without missing important steps or documents. Our professionals will help you through the process and unlimited customer support is included in our services. This allows you to concentrate on managing your business rather than getting stuck in state-mandated paperwork.
