What’s an LLC (Limited Liability Company)
- Best for: Small business owners who want liability protection with minimal paperwork.
- What it is: A flexible business structure that blends elements of a corporation and a partnership.
- How it works: The owners (called “members”) are not personally responsible for the company’s debts and liabilities.
- Why choose it: It protects your personal assets (like your house and car) from business debts and lawsuits, while offering flexibility in management and taxation.
- Taxes: Typically taxed as a pass-through entity, meaning profits/losses are reported on the members’ personal tax returns.
Reserving the Name of the LLC
- Names can be reserved for 120 days by filing an application for reservation and the requisite $25 filing fee with the secretary of state.
- Name availability can be preliminarily checked by calling the Secretary of State’s Office;
however, telephone name searches are preliminary checks only and should not be
relied upon. - Limited liability company names should contain the words “Limited Liability Company,”
or the abbreviation “L.L.C.,” or “L.C.” No limited liability company shall include in its
name any words which deceptively or falsely suggest a charitable or nonprofit nature. - L3C names shall contain the words “Limited Liability Company,” or the abbreviation
“L3C” or the abbreviation “I3c.” - Corporate and limited liability company names shall not imply that the company is an
administrative agency of any parish or of this state or of the United States. - Subject to limited exceptions, a corporate, limited liability company, L3C or partnership
name must be distinguishable from other corporate, limited liability company,
partnership or trade names previously registered with the Secretary of State’s Office.
Other rules do apply. A thorough reading of the laws pertaining to corporate, limited
liability company and partnership names is required, or you may consult the attorney of
your choice. - Filing a Reservation of Corporate/Limited Liability Company/UC/Partnership Name
does not formally adopt the name.
In experience, these seems to be the most daunting task, especially for businesses that are trying to create a brand. It’s not always easy to settle on a Business Name that is available in Louisiana, the Internet, and Email. Not every LLC is attempting to create a cohesive brand but the best first step is to browse the Business Filings in Louisiana.
Before filing documentsSearch the potential name to see if there are other listings with the same. If there is a conflicting name, this may hurt the approval odds of the Name Reservation. You can browse the current listings here.
The Louisiana Secretary of State encourages people to reserve their business name prior to filing the Articles of Organization. The state also suggests getting an EIN (free from the IRS) prior to filing as well. Why you ask? Well, when you file your Articles of Organization online, you’ll have the option of registering with the state tax and unemployment departments as well. So, having your name reserved and your EIN before forming your Louisiana LLC can help you get everything you need all at once.
Completing the Initial Report
- An Initial Report must be completed and filed with the Articles of Organization of a
Limited Liability Company. - The name shall contain the words “limited liability company,” the abbreviation “L.L.C.” or the abbreviation “L.C.”
- If managers or members have been selected and the management is vested in
managers, at least one manager should be provided, or if management is vested in the
members, at least one member should be provided. If no first managers or members
have been selected when the Initial Report and Articles of Organization are filed, a
Supplemental Report, setting forth their names and addresses must be filed in
accordance with R.S. 12:1305 (E)4. - The Affidavit of Acknowledgement and Acceptance contained on the bottom of this form
must be signed by each registered agent before a notary public
Note: All the information above will listed online and viewed by the Public.
There is no additional fee for filing the Initial Report. However, it must be submitted along with your Articles of Organization. View all the Fees associated with starting an LLC in Louisiana.
Completing the Articles of Organization
NOTE: This form contains only the minimum provisions required by law to be set forth in
Articles of Organization. Additional provisions may be advisable or necessary,
depending on the specific needs of each company. Consideration should be given to
the advantages and disadvantages of forming a limited liability company, and the
legal and tax consequences. You are strongly advised to seek legal advice from an
attorney and tax and other business advice from an accountant.
- File the Articles of Organization, and the domestic limited liability company Initial
Report (Form 973) which contains an agent affidavit and the requisite $100 filing fee
with the Secretary of State’s Office. - The Articles of Organization and the Initial Report may be delivered to the Secretary
of State’s Office in advance, for filing as of any specified date (and any given time on
such date) within 30 days after the date of delivery. Request should be made in
writing and must be submitted along with the Articles of Organization and the Initial
Report. - The Articles of Organization cannot be accepted for filing unless an Initial Report
(Form 973) is also filed. Upon filing with our office, you will receive a certificate of
organization. Certified copies are available at a cost of $15 each. Additional
certificates are $20 each. - If the Articles of Organization are filed within five working days (exclusive of legal
holidays) after acknowledgment, the existence shall begin as of the time of such
acknowledgment.
Filing Business Documents
You can submit your Articles of Organization to the Louisiana Secretary of State online, by fax, or mail. However, the state encourages you to submit the formation documents online via the geauxBIZ website because some parishes don’t allow paper filings.
| Filing Method | Information |
|---|---|
| Online Service | geauxBIZ |
| by Fax | 225.932.5314 *Include Transmittal Form |
| 24 Hour Expedited | +$30 expedite fee |
| Walk-in Service | 8585 Archives Avenue Baton Rouge, LA 70809 Mon-Fri 8a-4p |
| Expedited Walk-in | +$50 priority expedite fee |
Beneficial Ownership Information Report
As of January 1, 2024, new businesses have to file a Beneficial Ownership Information (BOI) report with the Financial Crimes Enforcement Network, also known as FinCEN. Under the Corporate Transparency Act (CTA), most US businesses are required to file a Beneficial Ownership Information (BOI) report.
This report is due within 30 days of formation and includes general information about your business, as well as personal information about the company’s beneficial owners and company applicants.
Whether you’re reporting on a new business or an established one, the report is free to file and you can do so through FinCEN’s secure portal on their website. The information on the report will not be publicly available.
You will need to report the following information about your LLC:
- The company’s legal name
- Any DBAs or trade names
- A tax ID (can be a FEIN, SSN, or ITIN)
- Jurisdiction of formation
- Current street address of the principal place of business
FinCEN also wants information about each of the LLC’s beneficial owners and company applicants.
Beneficial Owners have what FinCEN refers to as “substantial control” over the company. This applies to anyone who owns or controls 25% of the company, controls other entities that have influence within the company, or plays a major role like a member. You are required to list everyone who meets these requirements.
Company Applicants are people who had a hand in the original formation of the company. You can list a maximum of two people here: the person who ordered the filing that created your business and, if different, the person who completed the filing. For example, if you had a registered agent file your formation paperwork, you would list yourself as the person who ordered the filing and the registered agent as the applicant who completed the filing.
FinCEN wants the following information about each of your beneficial owners and company applicants:
- Full Legal Name
- Date of Birth
- Residential Address
- Copy of Identification
Accepted forms of identification include a state-issued driver’s license, a state, local or tribe-issued ID, a US passport or, if none of the other forms of ID are available, a foreign passport. The copy (photograph) of the ID needs to show the ID number, jurisdiction, and ID photo.
