Forming a Limited Liability Company (LLC) in Louisiana is popular for entrepreneurs looking to start or grow their businesses. LLCs offer numerous benefits, including limited liability protection for their owners and flexible management structures. One of the critical steps in forming an LLC is filing the Articles of Organization with the Louisiana Secretary of State. This article will provide a comprehensive guide on How to File Articles of Organization in Louisiana.
Webinarcare Editorial Team will help you understand the necessary steps to file for Articles of Organization. It would be best if all the factors in this article guided you.
On this page, you’ll learn about the following:
- What is Articles of Organization?
- How to File Articles of Organization in Louisiana?
- Step 1: Choose a Name for Your LLC
- Step 2: Appoint a Resident Agent
- Step 3: Prepare Your Articles of Organization
- Step 4: File the Articles of Organization
- Step 5: Obtain an Employer Identification Number (EIN)
- Step 6: Create an Operating Agreement
- Step 7: Register for State and Local Taxes and Licenses
- Step 8: Maintain Ongoing Compliance
- FAQs
What is Articles of Organization?
Articles of Organization is a legal document filed with the Louisiana Secretary of State to establish a Limited Liability Company (LLC) officially. The Articles of Organization contains essential information about the LLC, including its name, Resident Agent, and management structure. Once filed and approved by Louisiana, the LLC becomes a legally recognized business entity, separate from its owners, and benefits from limited liability protection and pass-through taxation.
The Articles of Organization typically contains the following information:
- Company name
- The effective date of the company
- The headquarters of the company
- The company’s goal
- The period of the company’s operations
- Copy of the name registration certificate for the company
- Resident Agent’s and organizers’ names and addresses
- At least one company employee
Recommended: Filing Articles of Organization is easy and hassle-free if you hire a professional service. We recommend using –
LegalZoom – ($0 + State Fee)
How to File Articles of Organization in Louisiana?
Aside from hiring a Resident Agent, you should also be aware that a Resident Agent should file Articles of Organization in your Louisiana LLC. Here are the steps and guidelines for filing.
Step 1: Choose a Name for Your LLC
The first step in registering an LLC Articles of Organization is selecting a unique and appropriate name for your company. Your LLC’s name must comply with your state’s naming requirements, which typically include the following:
- The name must be distinguishable from other registered business names in the state.
- The name must include an LLC designator, such as “Limited Liability Company,” “LLC,” or “L.L.C.“
- The name must not include prohibited words or phrases defined by your state’s regulations.
To ensure your chosen name is available through your state’s business name database, Louisiana Secretary of State Corporations Search, usually available on the Louisiana Secretary of State’s website.
Step 2: Appoint a Resident Agent
Resident Agent is a person or entity responsible for receiving official correspondence and legal documents on behalf of your Louisiana LLC. Most states require LLCs to designate a Resident Agent when filing the Articles of Organization. The Resident Agent must have a physical address in the state and be available during regular business hours.
Choosing a reliable and responsible Resident Agent is essential, as failure to receive and respond to legal documents can seriously affect your business.
You can serve as your own Resident Agent, appoint a friend or family member, or hire a professional Louisiana Resident Agent Services.
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Step 3: Prepare Your Articles of Organization
The Articles of Organization is the legal document that officially establishes your Louisiana LLC. While the specific requirements in Louisiana, the document includes the following information:
- The LLC’s name
- The name and address of the Resident Agent
- The principal office address
- The purpose of the LLC
- The management structure (member-managed or manager-managed)
- The names and addresses of the initial members or managers
- The duration of the LLC, if not perpetual
In Louisiana, additional information may be required, such as an organizer’s signature or specific provisions related to the LLC’s operation.
Consult the Louisiana guidelines to ensure you include all necessary information.
Step 4: File the Articles of Organization
Once your LLC Articles of Organization is prepared, please submit it to the Louisiana Secretary of State. The submission process may vary depending on the method of choice; Louisiana allow online submissions and mailing or hand-delivering the documents.
Online Process
To use the online service or download the Articles of Organization form for your LLC, go to the website of the Louisiana Secretary of State. You were required to have an LLC name reserved while completing the form. Visit the Louisiana Business Name Search to see if the business name you want to use is available there. You must include a copy of your name reservation and your completed Articles of Organization form when submitting.
Mail Process
It is also possible to mail the form if you wish. Please adhere to the guidelines listed below.
- The Articles of Organization must be downloaded in the Louisiana Secretary of State
- Complete the necessary details in the form.
- Two copies of the Articles of Organization must be completed.
- Include the two papers with the Louisiana LLC name reservation certificate in a self-addressed, stamped envelope.
- Submit all paperwork to State of Louisiana Secretary of State, P.O. Box 94125, Baton Rouge, LA 70804.
Costs of Filing Articles of Organization
Along with the filing of Articles of Organization, you must pay a filing fee. In Louisiana, the Articles of Organization fee costs around $100 which you can pay in the Louisiana Secretary of State. Confirm the correct fee amount and payment method for your state.
However, If you want to know more about the cost of forming an LLC, you can check out Louisiana LLC Cost.
Step 5: Obtain an Employer Identification Number (EIN)
After your Articles of Organization has been filed and approved, you should obtain an Employer Identification Number (EIN) from the Internal Revenue Service (IRS). The EIN is a unique identification number used for federal tax purposes. It is required for most LLCs, especially those with employees or elect to be taxed as an S-Corporation. You can apply for an EIN for free online through the IRS website.
The application of an EIN in Louisiana can be through the following:
- Apply Online- The online EIN 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 the 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 four 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.
Recommended: Professional services have the EIN included in their LLC formation package. We recommend using –
LegalZoom – ($0 + State Fee for LLC formation)
Step 6: Create an Operating Agreement
Although most states do not require an LLC Operating Agreement when registering an LLC, having one is highly recommended. The Operating Agreement in Louisiana is a legally binding document that outlines the LLC’s ownership structure, management, and operating procedures. It helps prevent member disputes and provides a clear framework for the LLC’s operations.
Step 7: Register for State and Local Taxes and Licenses
In Louisiana, you may need to register for additional state and local taxes or obtain specific licenses and permits. Common registrations include sales tax, payroll tax, and unemployment insurance tax. As an LLC, your business income will be subject to pass-through taxation, meaning profits and losses will be reported on your tax return. However, you may still be responsible for other state taxes, such as sales tax, payroll tax, or franchise tax which you can pay in Louisiana Department of Revenue.
In terms of franchise tax for your LLC in Louisiana, there is $10 minimum. Consult your Louisiana Department of Revenue and local government offices to determine which registrations and licenses apply to your LLC.
Step 8: Maintain Ongoing Compliance
Once your LLC is registered and operational, it’s essential to maintain ongoing compliance with state regulations. This typically includes filing Annual Reports in Louisiana, paying required fees every 1 year (anniversary date), and keeping accurate records of your LLC’s activities. Stay informed about Louisiana specific requirements to ensure your LLC remains in good standing.
Is the Articles of Organization necessary to be filed in Louisiana?
Yes, the Articles of Organization is necessary to be filed with Louisiana Secretary of State to legally establish and register a new business entity, such as a corporation or limited liability company (LLC). This document typically includes the company’s name, purpose, Resident Agent, and stock structure. Filing the Articles of Organization is essential in forming a business and ensuring it operates legally and is recognized by Louisiana.
What is the best way to file Articles of Organization? Is it online or by mail?
The best way to file Articles of Organization depends on your specific situation and the state in which you are incorporating your business. Both online and mail-in options have advantages, and either method can be effective.
Online Filing:
- Faster processing time, as it is usually processed within a few days or even hours.
- Immediate confirmation of submission and payment.
- Lower risk of errors, as the online form may provide guidance and prevent incomplete submissions.
Mail-in Filing:
- Some people prefer the traditional method and feel more comfortable with paper documentation.
- You can include a cover letter or additional documentation if you have specific questions or complex situations.
To determine the best method for your needs, check the Louisiana Secretary of State or similar department’s website for information on their preferred filing options and processing times. Online filing is more convenient and efficient, but both methods can be used effectively to submit your Articles of Organization.
FAQs
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- File Articles of Organization in Louisiana
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- File Certificate of Organization in Utah
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Can You Change or Modify Your Louisiana LLC Articles of Organization?
But what happens if things change after you have filed your Articles of Organization? Can you modify or change them in any way? The simple answer is yes, Louisiana law does allow for changes and modifications to be made to your LLC’s Articles of Organization.
One common reason why you might need to change your LLC’s Articles of Organization is if there are any changes to the information originally included in the document. This could include changes to your business’s name, address, or the members of the LLC. If any of these details change, you will need to file an Amendment to your Articles of Organization with the Louisiana Secretary of State to reflect the updated information.
Another reason you might want to modify your LLC’s Articles of Organization is if you want to make changes to the management or operating structure of your business. For example, if you initially chose to have a member-managed LLC but now want to switch to a manager-managed structure, you would need to file an Amendment to update your Articles of Organization accordingly.
Additionally, you may also want to make changes to your LLC’s purpose or duration as your business evolves. Perhaps your original purpose statement is too narrow or no longer aligns with your current business activities. In such cases, you can file an Amendment to modify the purpose clause in your Articles of Organization to better reflect the goals and objectives of your company.
It’s important to note that any changes or modifications to your LLC’s Articles of Organization must be approved by the members or managers of the LLC, as outlined in your operating agreement. Additionally, you will need to adhere to any specific requirements outlined by the Louisiana Secretary of State for filing Amendments to your Articles of Organization.
Overall, the ability to change or modify your Louisiana LLC’s Articles of Organization provides business owners with the flexibility and adaptability needed to grow and evolve their companies over time. Whether it’s updating basic information, revising the management structure, or modifying the purpose clause, being able to make changes to your Articles of Organization ensures that your business documentation remains accurate and up to date.
In conclusion, as a Louisiana LLC owner, it’s important to understand the process for changing or modifying your Articles of Organization and to take the necessary steps to do so when needed. By staying informed and proactive, you can ensure that your business entity remains compliant with state regulations and accurately reflects the current status of your company.
Conclusion
Registering an LLC Articles of Organization is critical in establishing your business as a legally recognized entity. By following this comprehensive guide and researching your state’s specific requirements, you can successfully navigate the registration process and set your LLC up for success. Remember that forming an LLC is just the beginning; ongoing compliance and diligent management are necessary to ensure your business thrives in the long run.