If you plan to start a business in the state of Louisiana, you must decide whether to form your company as a sole proprietorship, a partnership or a corporation. Forming a corporation gives you the advantage of protecting your personal assets if the business fails or incurs liabilities. Incorporating a business in Louisiana is more complicated than registering a sole proprietorship or partnership, but the advantage of limited liability can be worth the extra effort.
Review the Louisiana Secretary of State's website to ensure that your business name is not confusingly similar to existing corporations in the state. Browse to the Corporations Database (link in Resources) and simply type in a name to find out if it’s already being used. This is a free service.
In addition to the fact that your business name must be distinctive, it must include a corporate designation such as "Incorporated," "Corporation," "Limited," or the abbreviated form “Inc.,” “Corp.” or “Ltd.” Louisiana law prohibits the use of names implying that you are a bank or insurance company (unless you actually are a bank or insurance company).
Obtain an Employer Identification Number for your corporation from the Internal Revenue Service. You can request and obtain an EIN by filing Form SS-4, which is available on the IRS website. You can mail the form, fax it or file online. If you file online, you can obtain your EIN instantly during certain times of the day. Mailed forms may take up to four weeks to process, while faxed applications require five to seven days.
Complete Transmittal Form SS984, which is available on the Louisiana Secretary of State website. This form shows your method of payment for the filing fee as well as the name of the corporation and your personal name and address.
Fill in Form SS399 to create your articles of incorporation. This form can be found on the Louisiana Secretary of State website. In the articles, you’ll need to list the names and addresses of the incorporators. You also must state the number of shares that your corporation is authorized to issue and the par value. Each incorporator must sign the articles of incorporation.
Complete Form SS341, Domestic Business Corporation Initial Report. You can obtain this form on the Louisiana Secretary of State website. It requests some of the same information contained in your articles of incorporation, such as the name and address of the company. It must include the name, address and signature of your company's registered agent, who must have a physical address in Louisiana and be willing to receive legal documents on behalf of the corporation. Each incorporator must sign this form.
Take Form SS399 and Form SS341 to a notary. The notary must sign these forms. In addition, the registered agent must sign Form SS341 in the presence of the notary.
Submit Forms SS984, SS399 and SS341 to the Louisiana Secretary of State's Commercial Division. The address is listed on Form SS399. Be sure to include the required filing fee, which is also listed on this form.
- Contact a professional to help you incorporate in Louisiana if you are unfamiliar with the formation process in this state.
- File your incorporation paperwork online to save time. The Louisiana Secretary of State permits online filing of properly completed incorporation documents and accepts online payment of filing fees.
- If you are not yet ready to incorporate your business, file Form SS398 to reserve your business name for 60 days while you prepare your documents. The form must be accompanied by the current filing fee. This prevents another company from using your business name for 60 days.