Louisiana LLC Rules: Everything You Need to Know
Louisiana LLC rules include specific requirements for the name of the business and the filing of the Articles of Incorporation.3 min read
2. Filing the Articles of Organization
3. Appointing a Registered Agent
4. The LLC Operating Agreement
Louisiana LLC rules include specific requirements for the name of the business and the filing of the Articles of Incorporation. Names must be distinctive so that government agencies and departments can easily identify one from the other. Naming an LLC involves strict rules, no matter which of the 50 states you are doing business in.
Naming Your Louisiana Business
When you start a business in Louisiana and determine that it will operate as an LLC, you must follow some specific rules regarding the name of your company.
- To be approved by the Secretary of State, the name must include the words "limited liability company" or at least the abbreviation "L.L.C." or "L.C." The name of a for-profit company cannot include any words that might lead someone to believe the business is a nonprofit or a charity.
- If the company is a low-profit SMLLC must include the words "Low-Profit Limited Liability Company" or the abbreviations "L3C" or "l3c."
- Business names cannot include words that might make it look like a government entity. This includes terms like parish, agency of the state, or agency of the United States.
- If the name of the business includes certain restricted words, you have to file additional forms, and you may have to show that you have a licensed professional as part of the LLC.
- The name you choose must be sufficiently different from businesses already registered with the Secretary of State in Louisiana. You can go online to see if the name you'd like to use is available, or you can call 225-925-4704. You can also fax to the Secretary of State at 225-932-5314.
- Once you've found the name you want, you can reserve it for up to 60 days by filing, online or by mail, a Name Reservation Form #398 with the Secretary of State. A filing fee of $25 goes with the form. You can apply for one or two extensions of 30 days each at no additional fee. To do that, you just need to submit a written request.
Filing the Articles of Organization
Creating an LLC in Louisiana requires filing the Articles of Organization Limited Liability Company Form #365 with the Secretary of State. These documents can be filed online or by mail and must include:
- The business name, address, purpose, and how long it is intended to operate.
- Notarized signatures.
- An Initial Report Form #973 with the names and addresses of organizers, members, and managers, including the registered agent. This document must be signed and notarized.
- A filing fee of $100, payable via check, money order, credit card, or cash.
Normal processing times vary depending on how many applications have been filed ahead of you. Usually, everything will be completed in three to five business days. If you need faster service, you can pay an additional fee for expedited processing. You can get it done within 24 hours for $30. For a fee of $50, you can get the process completed while you wait. Fees may change from time to time, so you should always check for the most recent information.
Appointing a Registered Agent
Louisiana LLCs must have a registered agent for service of process. This is a person or business who can accept legal and tax documents for the LLC and notify the members in the case of a lawsuit. The registered agent must have a physical street address in Louisiana and regular business hours. Section 12:1319 of the Louisiana Limited Liability Law requires the LLC to keep certain records at the registered office. An LLC cannot act as its own agent. The agent can be:
- An individual resident
- An attorney or partnership
- A domestic or foreign company approved to function as a registered agent for another organization
The LLC Operating Agreement
An operating agreement is not a legal requirement in Louisiana, but having one is wise, especially if you have more than one member. The operating agreement lays out how the company will operate. At a minimum, it should include provisions for management, profits, losses, and capital contributions. If you do elect to have an operating agreement, you don't have to file it with your Articles of Organization.
If you need help with complying with the Louisiana LLC rules, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.