How to Start a Louisiana Corporation


Steve Goldstein
Steve Goldstein
Business Formation Expert
Steve Goldstein runs LLCBuddy, helping entrepreneurs set up their LLCs easily. He offers clear guides, articles, and FAQs to simplify the process. His team keeps everything accurate and current, focusing on state rules, registered agents, and compliance. Steve’s passion for helping businesses grow makes LLCBuddy a go-to resource for starting and managing an LLC.

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Start a Louisiana Corporation

When you plan to start a business in Louisiana, you must decide on the appropriate structure. Starting a corporation may be more complicated than creating an LLC in Louisiana or a sole proprietorship. However, it is not that difficult as well. There are a few guidelines that you should be aware of when it comes to creating Louisiana corporation. Starting a corporation involves a legal process, that is, the process of incorporation.

In this article, I will share a step-by-step guide to start a corporation in Louisiana. I will also enlighten you on the advantages and disadvantages of having a corporation. Some people consider starting a corporation in Louisiana more than other business structures since it has many advantages over other forms.

What is a Corporation in Louisiana

In definition, a corporation is a formal organization established by stockholders, shareholders, or other people to make a profit. Like individuals, corporations can undertake contracts, own assets, sue and be sued, pay taxes, limit state and federal taxes, and loan funds from banking institutions.

Common Types of Corporations

Before you start with the process of forming a corporation, you should know what type of corporation you will form. There are several different forms of corporations you can take into consideration, depending on your corporation’s objectives and ownership structure.

  • C-Corporation: C-Corporation is the most known type of incorporation. They have almost all corporate distinguishing characteristics. Profits are distributed to corporate owners who are taxed at an individual level. The corporation is taxed similarly to a business unit.
  • S-Corporation: An S-Corporation is set up similarly to a C-corporation but has different tax implications and owner limits. S-corps have no more than 100 stockholders and are not taxed separately. These business units must also file paperwork with the Internal Revenue Service (IRS) to obtain their status.
  • Non-profit Corporation: Nonprofit businesses are frequently used by religious, educational, and charity institutions to run their operations without making a profit. Thus, a nonprofit corporation is exempt from paying taxes. The nonprofit organization’s gifts, contributions, or cash are reinvested in the company to fund its growth, future endeavors, or operations. Read how to start a nonprofit corp in Louisiana to learn about nonprofit corporations.

If you have a small business, it is recommended that you form an LLC instead of a corporation in Louisiana. LLCs have more tax benefits than other structures. Besides, LLCs protect your personal assets. However, it is wise to consult a legal expert before you start setting up your business in Louisiana.

LLCBuddy Editorial Team

How to Start a Corporation in Louisiana

To start a corporation in Louisiana, you must follow the below steps that, include forming a corporation name, appointing a board of directors, filing for Articles of Incorporation, drafting corporate bylaws, meeting with the board of directors, issuing stocks, creating a shareholders agreement, requesting for an EIN, and getting a license and permit. All these steps are basic ones. It can be changed depending on the type of corporation you form and the nature of your business.

Step 1: Choose a Corporation Name in Louisiana

Naming your business is one of the most crucial activities during the startup phase. Your corporation name serves as the foundation for your brand. Legal procedures should be taken into account when choosing your corporation name. Choose a corporation name that will enable you to develop a strong brand identity without being hampered by irrelevant factors.

If you are forming an LLC, there is a complete guide on Louisiana LLC name guidelines for a proper LLC name. Here are some guidelines you must follow while naming your corporation in Louisiana-

  • Your business name must contain entity identifiers, such as “Incorporated,” “Limited,” “Corporation,” or “Company,” or an abbreviation, such as “Inc.,” “Co.,” or “Ltd.”
  • Exclude any words in your business name, such as “Trust,” “Bank,” “Credit Union,” or “Trustee,” or words related to a government agency, such as “FBI,” “State Department,” or “Treasury.”

Step 2: Board of Directors Initial Appointment

To form a corporation in Louisiana, you must appoint an initial board of directors before making them permanent once the corporation is formed. In Louisiana, you may appoint at least Three board of directors. The initial board of directors is in charge of guiding the overall strategy of your business. The structure, responsibilities, and powers given to a board of directors are determined by the bylaws of a company or organization. So, appointing your corporation’s initial board of directors in Louisiana is a big step in forming a corporation.

Step 3: Filing the Articles of Incorporation in Louisiana

After you appoint the initial board of directors in your Louisiana corporation, the next step is to write and file a Articles of Incorporation. In writing, the Louisiana Articles of Incorporation, the corporation name, principal place of business, the purpose of business, Louisiana Resident Agent contact information, and the names and addresses of incorporators and/or initial board members, should be written.

Filing a Articles of Incorporation in Louisiana may be done with four ways, online, by mail, fax, and in person. The Articles of Incorporation fee may vary from different states. However, in Louisiana, it costs $75 for filing online, fax, in person and by mail.

  • Online Filing: Get the online form from Secretary of State, fill it up, and submit. Don’t refresh the page during the process. It will erase everything.
  • Offline filing: Send the form by mail to State of Louisiana Secretary of State, P.O. Box 94125, Baton Rouge, LA 70804. Drop it off in person to 8585 Archives Ave., Baton Rouge, LA 70809. Fax it to 225-932-5314

Step 4: Draft Corporate Bylaws

Now you are done filing a Articles of Incorporation in Louisiana, the next step is to draft corporate bylaws. Corporate bylaws are the basic rules that control a corporation. It includes the organization’s structure, processes, laws, and rules. As a result, all personnel, managers, and corporation members must obey the firm’s rules.

In creating corporate bylaws, you should include the following on how the decisions will be made-

  • The responsibilities are given to each officer.
  • How will judgments in business be made?
  • Where and when are the annual shareholder meetings?
  • The minimum number of shareholders required for decision-making.
  • Location and timing of dividend payments.

Step 5: Hold the First Board of Directors’ Meeting

After drafting the corporate bylaws, gather all the board of directors for the first meeting. This meeting will be finalized by appointing directors to manage the company’s daily operations, approve the bylaws, choose the corporation’s accounting year, and approve the stock issue. All board meetings should have minutes taken and stored with the company’s records.

Step 6: Issuing Stock in a Corporation

After starting your Louisiana corporation, one of the first official corporate actions is issuing stock to the shareholders. Keep track of the number of shares issued to each shareholder and the purchase price. A corporation in Louisiana is managed by its shareholders, who contribute to the business in exchange for ownership shares.

Step 7: Draft and Finalize a Shareholders Agreement

Even though drafting and finalizing a shareholders agreement is unnecessary, I suggest you still comply since it will benefit your corporation and its shareholders. A small business’s shareholders enter into a shareholder agreement contract. It establishes how ownership will be handled in unexpected situations, like a shareholder passes away, retires, becomes disabled, or quits the corporation. Early on in the life of your Louisiana corporation, signing a shareholders’ agreement can help maintain corporate continuity and prevent future disputes.

Step 8: Request an EIN in Louisiana

After everything is in place, you should get or request an Employer Identification Number (EIN). An EIN will serve as the tax ID for your Louisiana corporation. EIN can be obtained from the Internal Revenue Service (IRS). It is a 9-digit number similar to Social Security Number. EIN, however, is distinct from SSN. It is only used for business-related activities, particularly for submitting general taxes. The form must be completed and uploaded to the IRS website.

The application of an EIN in Louisiana can be through the following:

  • Apply Online- The EIN online application is the preferred method for customers to apply for and obtain an EIN.
  • Apply by Fax- Taxpayers can fax the completed Form SS-4 application to the appropriate fax number), after ensuring that Form SS-4 contains all of the required information.
  • Apply by Mail- The EIN application Form SS-4 can be filed via mail. The processing time frame to receive the mail is 4 weeks.
  • Apply by Telephone-International Applicants – International applicants may call 267-941-1099 (not a toll-free number) from 6 a.m. to 11 p.m. (Eastern Time) Monday through Friday to obtain their EIN.

After you have your EIN number, you can benefit in a number of ways. It will give your corporation the final advantage necessary to operate at full capacity without encountering legal or judicial issues.

Step 9: Get Licenses and Permits for your Corporation in Louisiana

Before your corporation operates in Louisiana, you must have a business license. A business license is a document issued by a government agency that permits you to operate your business in the geographic region that that agency governs. To legally operate your corporation, you’ll need a business license. Numerous corporate licenses need to be filed and renewed regularly. Check out how to get business licenses and permits in Louisiana to know more.

You must also register a DBA name if you intend to conduct business using a name other than your corporation’s legal name. The DBA name is sometimes known as “doing business as” or a “fictitious business name.” Depending on your location, you may need to register the DBA with your state, city, and county. You can skip this step if your business solely uses your legal company name.

Important Information

Paying your Taxes in Louisiana

Even if you have established your corporation in Louisiana, pay your taxes and keep everything up to date so you won’t pay any penalty. Unlike an LLC, there is a corporate tax that every corporation in Louisiana has to pay. On the other hand, they must pay income taxes based on their business income. Some other types of taxes in Louisiana are sales tax, franchise tax (not applicable to all the states), and other state taxes.

Cost of Forming a Corporation in Louisiana

A filing and annual fee must be paid to form a corporation in Louisiana. Without it, your corporation won’t operate. The initial filing fee for a corporation may vary depending on the state. However, in Louisiana, it costs $75 for filing online, fax, in person and by mail. The corporation in Louisiana also has to file an annual report (though it might not be mandatory, it is recommended to file one). Ensure you comply with all the necessary fees and costs so your corporation will run successfully and smoothly. If, in the future, you make any changes to your corporation, you must file the Louisiana Amendment. It costs $25 to file an amendment in Louisiana.

Advantages of Starting a Corporation in Louisiana

  1. Limited Liability: The biggest advantage of setting up a Louisiana corporation is that the shareholders are not personally responsible for the debts of the company. As a result, when you incorporate as a corporation, personal assets like homes, vehicles, and other possessions are prohibited. One of the main benefits of setting up a corporation over a general partnership or sole proprietorship business structure is that neither the business nor the owners are held legally responsible for the obligations of the business, even if it means giving up their personal assets.
  1. Limitless Corporation: The fact that a corporation’s existence is independent of its owners is another significant benefit of incorporation. In other words, a corporation has an endless life and will continue operating normally even if the owner dies or decides to sell their ownership.
  1. Advantages in Tax: The deduction of health insurance premium payments made on behalf of an owner-employee is one of the many financial benefits to which corporations are entitled. Corporations also save on self-employment taxes since their revenue is not subject to workers’ compensation, Social Security, or medical taxes. Tax rates on corporate profits are lower than those on individual income.

FAQs

What is the process for starting a corporation in Louisiana?
The process for starting a corporation in Louisiana depends on the type of business you are forming. Generally, you will need to choose a name for your business, obtain a Louisiana certificate of authority, file articles of incorporation, obtain a federal and Louisiana tax identification number, and register with the Louisiana Department of Revenue.
What is the first step to start a business in Louisiana?
The first step to start a business in Louisiana is to choose a name for your business. You should also make sure the name is available in the state and that you have the necessary paperwork to register it.
What paperwork is required to start a corporation in Louisiana?
To start a corporation in Louisiana, you will need to file Articles of Incorporation with the Louisiana Secretary of State, obtain a Louisiana Certificate of Authority, obtain a Federal and Louisiana Tax Identification Number, and register with the Louisiana Department of Revenue.
How much does it cost to start a corporation in Louisiana?
The cost to start a corporation in Louisiana can vary depending on the type of business you are forming. Generally, the filing fee for Articles of Incorporation with the Louisiana Secretary of State is $100.
What are the legal requirements for starting a corporation in Louisiana?
The legal requirements to start a corporation in Louisiana include filing Articles of Incorporation with the Louisiana Secretary of State, obtaining a Louisiana Certificate of Authority, obtaining a Federal and Louisiana Tax Identification Number, and registering with the Louisiana Department of Revenue.
What is the Louisiana Certificate of Authority?
The Louisiana Certificate of Authority is a document that serves as proof that your business is legally registered with the state. It is obtained from the Louisiana Secretary of State.
Is a business license required to start a corporation in Louisiana?
No, a business license is not required to start a corporation in Louisiana. However, certain types of businesses may need to obtain a license or permit to operate in Louisiana.
How long does it take to start a corporation in Louisiana?
The amount of time it takes to start a corporation in Louisiana can vary depending on the type of business you are forming. Generally, the process can take anywhere from a few days to a few weeks.
What is the best way to find a registered agent in Louisiana?
The best way to find a registered agent in Louisiana is to search online for registered agents in the state. You can also contact the Louisiana Secretary of State for more information.
Is a registered agent required to start a corporation in Louisiana?
Yes, a registered agent is required to start a corporation in Louisiana. The registered agent should be a Louisiana resident who agrees to accept legal documents on behalf of the business.
What is the purpose of a registered agent in Louisiana?
The purpose of a registered agent in Louisiana is to accept legal documents and notices on behalf of the business. This ensures that the business remains in compliance with state laws and regulations.
What is a corporation in Louisiana?
A corporation in Louisiana is a legal entity created under the laws of the state, separate and distinct from its owners.
What are the requirements for forming a corporation in Louisiana?
To form a corporation in Louisiana, you must file Articles of Incorporation with the Louisiana Secretary of State, designate a registered agent, appoint directors, create corporate bylaws, and issue stock certificates.
What is the filing fee for a corporation in Louisiana?
The filing fee for a corporation in Louisiana is $100.
What are the advantages of forming a corporation in Louisiana?
The advantages of forming a corporation in Louisiana include limited liability protection for its owners, the ability to raise capital through the sale of stock, and potential tax benefits.
How long does it take to form a corporation in Louisiana?
It typically takes about 4-6 weeks to form a corporation in Louisiana.
What information is required to form a corporation in Louisiana?
To form a corporation in Louisiana, you will need to provide the name of the corporation, the purpose of the corporation, the address of the registered agent, the name and address of the incorporator, the number of authorized shares, and the name and address of each director.
Are there any restrictions on the names of corporations in Louisiana?
Yes, there are certain restrictions on the naming of corporations in Louisiana. The name must be distinguishable from other existing corporations, must contain certain words or phrases such as “Incorporated” or “Company”, and cannot contain words that are considered to be offensive.
How much does it cost to maintain a corporation in Louisiana?
The cost to maintain a corporation in Louisiana varies depending on the type of corporation and the services that you require. Typical costs include filing fees for annual reports, franchise taxes, and other state-required filings.
Is there a publication requirement for corporations in Louisiana?
Yes, corporations in Louisiana are required to publish a notice of the formation of the corporation in a newspaper of general circulation in the parish where the registered office is located.
Are there any reporting requirements for corporations in Louisiana?
Yes, corporations in Louisiana are required to file an annual report with the Louisiana Secretary of State.
Is there a tax filing requirement for corporations in Louisiana?
Yes, corporations in Louisiana are required to file an annual Franchise Tax Report with the Louisiana Department of Revenue.
What is the deadline to file a Franchise Tax Report for a corporation in Louisiana?
The deadline to file a Franchise Tax Report for a corporation in Louisiana is April 15th of each year.
Are there any corporate income tax requirements for corporations in Louisiana?
Yes, corporations in Louisiana are required to pay corporate income tax. The rate and amount of tax depends on the type of corporation and other factors.
Are there any special tax incentives for corporations in Louisiana?
Yes, there are several special tax incentives for corporations in Louisiana, including the Industrial Tax Exemption Program, Digital Interactive Media Tax Credit, and the Research and Development Tax Credit.
What is the minimum capital requirement for a corporation in Louisiana?
There is no minimum capital requirement for a corporation in Louisiana.
Are there any residency requirements for directors of a corporation in Louisiana?
No, there are no residency requirements for directors of a corporation in Louisiana.
Are there any special requirements for foreign corporations in Louisiana?
Yes, foreign corporations in Louisiana are required to obtain a certificate of authority to transact business in the state.
How do I dissolve a corporation in Louisiana?
To dissolve a corporation in Louisiana, you must file Articles of Dissolution with the Louisiana Secretary of State and complete any other required steps.
Are there any fees associated with dissolving a corporation in Louisiana?
Yes, there is a $20 fee associated with dissolving a corporation in Louisiana.
Can a corporation in Louisiana sue or be sued?
Yes, a corporation in Louisiana can sue or be sued in its own name.
Are there any special requirements for professional corporations in Louisiana?
Yes, professional corporations in Louisiana are required to obtain a certificate from the Louisiana Board of Examiners for Professional Corporations.
Are there any special requirements for S corporations in Louisiana?
Yes, S corporations in Louisiana are required to obtain a certificate from the Louisiana Department of Revenue.

Also Read

Why Louisiana Corporation is So Important

One key aspect of Louisiana corporations is their ability to create jobs for the local workforce. With a diverse range of industries such as oil and gas, manufacturing, agriculture, tourism, and more, corporations in Louisiana offer a wide array of employment opportunities for residents. These jobs not only contribute to the financial stability of individuals and families but also boost the overall economy of the state.

Furthermore, Louisiana corporations are crucial in driving innovation and growth. By investing in research and development, these corporations help propel advancements in technology, medicine, agriculture, and other fields. This not only benefits the corporation itself but also has a ripple effect on the broader economy, creating new opportunities for other businesses and entrepreneurs.

Moreover, Louisiana corporations are significant contributors to the local community. Many corporations engage in philanthropic activities, supporting various charities, schools, and community organizations. Whether through monetary donations, volunteer work, or partnerships, Louisiana corporations play a key role in giving back to the community and improving the quality of life for residents.

In addition, Louisiana corporations are vital in driving economic development and attracting investment to the state. By creating a favorable business environment, corporations can attract both domestic and international investors, boosting economic growth and creating more opportunities for businesses and individuals alike. This helps diversify the economy and makes Louisiana a more attractive destination for businesses looking to expand or relocate.

Another important aspect of Louisiana corporations is their adherence to regulatory standards and ethical practices. By maintaining high ethical standards and following industry regulations, corporations in Louisiana help ensure transparency, accountability, and trust among consumers, investors, and stakeholders. This not only protects the reputation of the corporation but also fosters a strong business environment based on integrity and good governance.

Overall, Louisiana corporations are fundamental to the state’s economic health and stability. By creating jobs, driving innovation, supporting the community, attracting investment, and upholding ethical standards, Louisiana corporations contribute significantly to the state’s overall prosperity and growth. As such, it is essential to recognize the importance of Louisiana corporations and support their continued success for the benefit of all residents.

In conclusion, Louisiana corporations play a crucial role in the economic development, job creation, innovation, community support, and ethical governance of the state. As such, it is clear that Louisiana corporations are integral to the prosperity and well-being of the state and its residents.

Conclusion

When determining which corporate form is best for you, be selective. You must know which business structure is bet-fitted for your product/service in Louisiana. Consult a legal professional before you take the first step while setting up your business. Finding the ideal ratio of corporate advantages and legal protection that meets your unique needs is very important. In forming a corporation in Louisiana, you need to ensure that every detail is well-formed so that your corporation will be successful. And if you have any questions, share them in the comment section below.

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