Form an LLC in Louisiana

Two documents and a notary

A Louisiana limited liability company is created by two documents filed together, and the Commercial Division will not take one without the other. Form 365, the Articles of Organization, states that it "cannot be accepted for filing unless an Initial Report (Form 973) is also filed," and R.S. 12:1304(A) names both. One fee covers the pair.

Formation is also a notarial act. R.S. 12:1305(A) requires the articles to be "acknowledged by the person or one of the persons who signed" them or executed by authentic act, and R.S. 12:1305(E)(3) requires a notarized affidavit of acknowledgment and acceptance from each registered agent. Commercial Division forms add that the notary must print or type their name and notary or bar roll number.

The notarization date can move the company's start. Under R.S. 12:1304(C) existence begins when the articles are filed, but if they are filed within five days, exclusive of legal holidays, after the acknowledgment or authentic act, existence begins as of that acknowledgment or execution instead.

Where the business sits decides whether paper is an option. The Transmittal Information form names fourteen parishes, Ascension, Bossier, Caddo, Calcasieu, East Baton Rouge, Jefferson, Lafayette, Livingston, Orleans, Ouachita, Rapides, St. Tammany, Tangipahoa and Terrebonne, whose business owners "will be required to file all available business documents online through geauxBIZ."

Act 921 of the 2026 Regular Session also raises most Commercial Division fees on October 1, 2026.

Filing the Articles of Organization and the Initial Report

The Articles of Organization is form #365 and the Initial Report is form SS973; the two print with a Transmittal Information form, SS984. The fee is $100 through September 30, 2026 and $125 from October 1, 2026, covering both documents. R.S. 49:222, which sets the Secretary of State's fees, sets no separate online or mail price.

R.S. 12:1305(B) requires the articles to give the name of the company, the purpose for which it is formed or that its purpose is any lawful activity for which limited liability companies may be formed, and whether it is a low-profit limited liability company. One purpose is closed outright: under R.S. 12:1302(A) an LLC "shall not be formed for the purpose of insurance underwriting in all of its several forms."

The Initial Report carries the addresses. Under R.S. 12:1305(E) it gives the location and municipal address of the registered office, which may not be a post office box alone, the full name and municipal address of each registered agent, that agent's notarized affidavit, and the names and municipal addresses of the first managers or members if they have been selected. If they have not, a Supplemental Initial Report, form #366, follows once they are, at $25 through September 30, 2026 and $30 from October 1, 2026.

Filings run through geauxBIZ at geauxbiz.sos.la.gov, "the official website for creating, maintaining, and closing your business in the state of Louisiana." Outside the fourteen parishes the Commercial Division also accepts mail, express mail, fax and counter filings; mail goes to P.O. Box 94125, Baton Rouge, LA 70804-9125. Payment is by check or money order payable to the Secretary of State, cash in person, or credit card, which adds a statutory convenience fee of $5.

Expedited service

R.S. 49:222(B)(12) sets two expedite fees, each added to the filing fee and each requested on paper through form SS984. Twenty-four hour service is $30 through September 30, 2026 and $35 from October 1, 2026. Priority expedite, described by the state as processing "while you wait" and printed on the Transmittal form as two to four hour processing, is $50 through September 30, 2026 and $60 from October 1, 2026. What the fee buys is defined narrowly: "Expedited service means that the documents are processed before other documents received the same day." The Forms and Fee Schedule, File Business Documents, Start a Business and Business Filing FAQ pages publish no standard processing figure.

Naming the company

R.S. 12:1306(A)(1)(a) requires the name to "contain the words 'limited liability company', the abbreviation 'L.L.C.', or the abbreviation 'L.C.'" R.S. 12:1306(A)(2) bars every LLC name from containing the phrase "doing business as" or the abbreviation "d/b/a."

The name must be distinguishable on the records of the Secretary of State from corporation, partnership, LLC, reserved and registered trade names, and the office checks more than spelling: "In addition to checking names by various spellings (Cajun vs. Kajun), names are checked phonetically (excellent vs. x e lent)."

Some words bring another agency into the filing. Under R.S. 12:1306(F) "insurance" is open only to an independent insurance agency or brokerage firm, and words including "bank," "savings," "trust," "homestead" and "credit union" require written approval from the commissioner of the office of financial institutions dated not less than fourteen days before the certificate of organization issues.

Names are searched in the Commercial Database at coraweb.sos.la.gov. Form #398 holds a name for $25 for what R.S. 12:1307(B)(2) calls "a nonrenewable period of one hundred twenty days." A DBA is not filed with the Secretary of State at all: "They are filed at the parish level by the local Clerk of Court's office."

Registered agent and registered office

R.S. 12:1308(A) requires every Louisiana LLC to "continuously maintain" a registered office in the state and at least one registered agent. An individual agent must be "a citizen of the state who resides in this state."

The registered office carries legal weight. R.S. 12:1308(F) provides that "The registered office shall be considered the domicile of the limited liability company for all purposes," and R.S. 12:1319(A) requires six categories of records to be kept there, including a current list of the members and managers with their last known business addresses, the articles and amendments, a copy of any written operating agreement, and three years of tax returns and financial statements.

Changes run on notarized paper. A change of registered agent takes the new agent's notarized affidavit of acknowledgment and acceptance plus form #983, at $25 through September 30, 2026 and $30 from October 1, 2026, and is effective when the Secretary of State accepts the statement for record. Member and manager changes use form #983A at the same amounts, although if the annual report is due or past due those changes may be made on the report instead. The Louisiana registered agent guide covers the role.

The annual report

R.S. 12:1308.1(A) requires an annual report "on or before the anniversary date of organization of each limited liability company." The fee is $30 through September 30, 2026 and $35 from October 1, 2026. It is filed through geauxBIZ, or on a form printed from the Commercial Database, and the Secretary of State states that the report is required even in a year with nothing to change.

Missing it costs no money. R.S. 49:222 sets no late or penalty amount for an annual report. What it costs is standing. Under R.S. 12:1308.2(E) a delinquent company is "not in good standing," is prohibited from engaging in commercial business operations with the state or its boards, agencies, departments or commissions, and any contract with them "may be declared null and void." Revocation is slower. R.S. 12:1308.2(A) reaches a domestic company only after it "fails to file an annual report for three consecutive years," and R.S. 12:1308.2(B) requires at least thirty days' written notice of intent to revoke.

Reinstatement is available for three years from the effective date of revocation and takes an application for reinstatement, the current annual report, and $100 through September 30, 2026 or $125 from October 1, 2026. The certificate of reinstatement and the articles "shall be retroactive, and the articles of organization shall continue in existence as though the revocation had not occurred."

Operating agreement and management

R.S. 12:1301(A)(16) defines an operating agreement by member count: for a company with more than one member, "any agreement, written or oral, of the members"; for a single-member company, "any written agreement between the member and the company." The agreement is not filed with the state, and a written one is among the records R.S. 12:1319(A) requires at the registered office. Drafting points are in the operating agreement guide.

R.S. 12:1311 leaves the business to the members "except as otherwise provided in the articles of organization," and form 365 asks for a member managed or manager managed selection on the articles. Toward outsiders, R.S. 12:1317(A) makes each managing member or manager "a mandatary of the limited liability company for all matters in the ordinary course of its business other than the alienation, lease, or encumbrance of its immovables."

Louisiana taxes and registrations

Louisiana taxes an LLC by its federal classification: one taxed as a partnership federally "is generally treated as a partnership for Louisiana income tax purposes," and one taxed as a corporation "is generally taxed as a corporation." Pass-through income reaches the members' individual returns at a flat 3% for tax years 2025 and after, due on or before May 15 of the following year. An LLC taxed as a corporation files Form CIFT-620 at a flat 5.5% for tax periods beginning on or after January 1, 2025. The corporation franchise tax "has been repealed for franchise tax periods beginning on or after January 1, 2026."

The state sales tax rate is 5%, effective January 1, 2025, and the department marks it as applying until 12/31/2029. Parish and city sales taxes are separate and administered by the local taxing authorities: "Taxpayers should be collecting and remitting both state and parish/city taxes on taxable sales." Local account numbers are applied for through Parish E-File for the parish where the business is located and any parish it delivers into. Tax accounts are opened through LaTAP, or as part of a geauxBIZ registration that covers the Secretary of State filing, the Department of Revenue accounts and Louisiana Workforce Commission registration together. The Louisiana LLC tax page goes further.

Licenses, permits and closing

geauxBIZ produces a list of possible federal, state and local licenses and permits from the business's industry, business type, city and parish. The Department of Revenue separately names alcohol, tobacco, vapor products, motor fuel and severance taxes as examples of activities needing a permit from it or another state agency.

Under R.S. 12:1335.1 a company that "is no longer doing business, owes no debts, and owns no immovable property" may dissolve by affidavit on form #368, sworn before a notary, at $100 through September 30, 2026 and $125 from October 1, 2026. Signing shifts the exposure: the members, or the organizer if no membership interests have been issued, "shall be personally liable for any debts or other claims against the limited liability company in proportion to their ownership interest in the company." A company dissolved this way is reinstated "only upon receipt of an order issued by a court of competent jurisdiction." The Louisiana dissolution guide covers the alternative.

EIN

An EIN is issued by the Internal Revenue Service and is not part of any Louisiana filing. The EIN guide sets out the application steps.

Frequently asked questions

How much does it cost to form an LLC in Louisiana?

The filing fee is $100 through September 30, 2026 and $125 from October 1, 2026 under Act 921 of the 2026 Regular Session. One amount covers both the Articles of Organization and the Initial Report, which are filed together. A credit card payment adds a statutory convenience fee of $5.

Do Louisiana Articles of Organization have to be notarized?

Yes. R.S. 12:1305(A) requires the articles to be acknowledged by one of the persons who signed them, or executed by authentic act, and R.S. 12:1305(E)(3) requires a notarized affidavit of acknowledgment and acceptance from each registered agent. Louisiana notaries must print or type their name and notary or bar roll number on the document.

How long does the Louisiana Secretary of State take to process an LLC filing?

The Secretary of State publishes no standard processing figure on its Forms and Fee Schedule, File Business Documents, Start a Business or Business Filing FAQ pages. It publishes two expedited levels: twenty-four hour service at $30 through September 30, 2026 and $35 after, and while you wait priority service at $50 through September 30, 2026 and $60 after.

Can a Louisiana LLC be formed on paper?

Not everywhere. The Transmittal Information form states that business owners in Ascension, Bossier, Caddo, Calcasieu, East Baton Rouge, Jefferson, Lafayette, Livingston, Orleans, Ouachita, Rapides, St. Tammany, Tangipahoa and Terrebonne parishes are required to file all available business documents online through geauxBIZ. Elsewhere the Commercial Division also accepts mail, express mail, fax and counter filings.

What happens if a Louisiana LLC misses its annual report?

R.S. 49:222 sets no late fee for an annual report. Under R.S. 12:1308.2(E) a delinquent company is not in good standing and is prohibited from commercial business operations with the state and its agencies, and any such contract may be declared null and void. The Secretary of State revokes the articles only after three consecutive years of non-filing, following at least thirty days written notice of intent.