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Form a corporation in Louisiana.

$49 + State Fee & 1st Year FREE Registered Agent

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Choosing a Corporation Name

The name you decide on for your new corporation cannot be the same as or deceptively similar to the name of any other Louisiana business entity registered or reserved with the state. The name may not include language that states or implies that the corporation is organized for a charitable or nonprofit purpose other than one permitted by state law or than stated in its articles of incorporation. It also may not contain the phrase “doing business as.”

The name must, however, include the words “incorporated,” “corporation,” “limited,” or “company,” or an abbreviation of one of those terms. If using the word “company,” it may be preceded by the word “and” or an equivalent symbol, such as “&.”

Available corporate names can be initially reserved with the state for up to 60 days for a $25 fee, with up to two 30-day extensions upon request.

Articles of Incorporation

The Louisiana Business Law-contained in Title XII (Corporations and Associations), Chapter 1, of the Louisiana Revised Statutes-requires that articles of incorporation must be filed with the Louisiana Secretary of State including the following information:

  • The name and address of each incorporator
  • The corporate purpose(s) (this may be a general statement of “any lawful activity”)
  • If the corporation is not perpetual, its duration
  • The corporation’s taxpayer identification number
  • The aggregate number of shares and relative rights of each class that the corporation is authorized to issue
  • If there is only one class of shares, the par value of the stock

The filing fee is $60. The articles should be delivered by one or more incorporators, who may be anyone you choose.

Some other items that aren’t required-but which are allowed to be included in the articles of incorporation if desired-are:

  • . Any shareholder preemptive rights
  • . Regulations governing the powers of the corporation, its board of directors, and its shareholders
  • . Any reversionary attributes of the corporation’s cash, property, or stock
  • . Limitation of director liability to the corporation or its shareholders in certain situations

Louisiana also requires that an Initial Report be filed along with the articles of incorporation, containing the name and address of any initial directors and the street address and municipal location of the corporation’s registered office and registered agent.

Registered Agent and Office

Louisiana corporations must have a registered agent in the state-the person or office designated to receive official administrative and legal correspondence from the state.

The registered agent must be: a resident individual of Louisiana; a business corporation; a partnership or professional law corporation authorized to conduct business in Louisiana; or a foreign (out-of-state) corporation authorized to transact business in Louisiana.

Louisiana requires that every corporation maintain a registered office in the Bayou State, which is considered the Louisiana corporation’s domicile.

Bylaws

Bylaws govern the corporation’s business and affairs. A Louisiana corporation is required to keep its bylaws available at its principal executive office, but it is not required to file them with the state. The incorporators or board of directors should adopt the corporation’s bylaws at their first meeting, insuring that there is no conflict with the corporation’s articles of incorporation. They should also keep them updated as time goes on. Bylaws set forth the corporation’s basic operating principles from both the managerial and legal perspectives, and should include (as a minimum):

  • What authority directors have, how many there are, and how long they serve
  • Duties and responsibilities of officers and how long they serve
  • How consensus on major decisions is reached, both with and without meetings
  • How, when, and where shareholders’ and directors’ meetings are held
  • How the corporation’s stock is issued
  • Requirements for publishing annual financial information to shareholders

Directors

Officers of the company must be either listed in the bylaws or elected by the board. A president, secretary, treasurer, and one or more vice presidents must be elected by the board of directors. However, if the officers are listed in the articles or an amendment to them, a street or physical address must be listed for each officer. An officer may hold more than one office in a Louisiana corporation, provided that no officer signs a certificate or other legal instrument in more than one capacity.

Requiment Reports

Louisiana corporations must file a report annually on or before their anniversary of incorporation with the Commercial Division of the Louisiana Secretary of State’s office. The annual report must include the following:

  • The street address and municipal location of the corporation’s registered office, registered agent, directors, and officers
  • The number of issued shares of each class of its authorized capital stock
  • The taxpayer identification number of the corporation.

Taxes

Louisiana’s corporate tax structure consists of five brackets and a top rate of eight percent, which takes effect at an annual corporate income level of $200,000. Among states levying corporate income taxes, Louisiana’s rate ranks 17th nationally.

Learn more about incorporating in Louisiana

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silver

$49

+ $75 (state fee)

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The Basics To Get You Started Preliminary company name clearance and filing of Articles of Organization.

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Gold

$149

+ $75 (state fee)

everything from silver+

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EIN / Tax ID Number Providing an EIN is required to open a
business bank account and is required to
file business tax returns.

Personalized Operating Agreement Includes most common provisions to protect members from liability

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Platinum

$299

+ $75 (state fee)

everything from
silver & gold+

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Expedited Filing Expedited processing speeds the turn- around time for your order.

Customized LLC Kit Personalized slip binder and embossed seal with your company name and date of fomation.

FedEx Delivery Faster mailing option that includes a track number.

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Commonly Asked Questions For Starting a Louisiana Corporation

How is a Corporation Taxed?
Unlike many other business entities in which the profits pass through to the owners' personal tax return (e.g. LLCs, S Corporations, etc.), the C Corporation is a completely separate taxable entity. The C Corporation pays federal taxes on the net profits (after all expenses, including salaries and bonuses) of the business by filing the 1120 form with the IRS. The after tax profits can be paid out to the owners (shareholders) in the form of dividends, or retained for reinvestment of the business. The first $50,000 of net income is only federally taxed at 15% rate, and the next $25,000 is taxed at a 25% rate. Different states have different rules on how they tax corporations.
What is the Management Structure of an Corporation?
An LLC is typically managed by its members/owners (referred to as member-managed). In that respect an LLC is unlike a corporation, which has a much more rigid and defined management structure, including directors and officers. All owners of the LLC are typically referred to as members, and they can have control and voting interest proportional to their ownership interest, or in proportions different from their ownership interest; however the members agree.
Are Non-U.S. Residents Allowed to Own a Corporation or LLC?
There are no citizenship or residence requirements for ownership of a C Corporation or an LLC. The S Corporation however does not allow nonresident aliens to be shareholders (owner), but any US citizen or resident alien may be a shareholder (owner). You would, of course, require an in state street address for the state to forward official legal and tax correspondence including service of process, known as the registered agent address, but neither residency nor citizenship is required for ownership of a C Corporation or an LLC.
Can I form an Corporation with just one member?
There was a time when almost every state required the LLC to have two or more members, but that is no longer the case. This important change came in response to revised IRS regulations that clearly permitted single-member LLCs. As a result, in most states, if you plan to be the sole owner of a business and you wish to limit your personal liability, you can choose between forming a corporation or an LLC.
What is an Operating Agreement?
The operating agreement is akin to a partnership agreement for a General Partnership or Limited Liability Partnership (LLP). It is an internal contract amongst the members/owners of the LLC, and it lays out such things as ownership interest, member responsibilities, accounting method, adding or removing members, terms for concluding the LLC, etc. It is generally not required by a given state for forming an LLC (with the exception of New York), although it is certainly recommended. When dealing with private companies for financing issues (loans, mortgages, etc.) it may be required by that company. A customizable operating agreement is included with the LLC/Corp Kit.
Can another business entity be a member of an Corporation?

In the majority of states, The members of an LLC can be individuals, corporations, or other LLCs. These members of the LLC can be out of state residents or even foreign nationals. Furthermore there is no limit to the amount of members that an LLC can have.

The flexibility of an LLC in contrast to an S Corporation is stark considering the S corporations are limited to 75 shareholders who must either be United States citizens or Lawful Permanent Residents.

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