How to Start a Louisiana Corporation — Step by Step

Your corporation's name must be distinguishable from every other business entity already on file with the Louisiana Secretary of State. "Distinguishable" is a legal test, not a matter of taste — names that differ only by punctuation, spacing, or filler words like "the" and "of" may not clear. The Secretary of State reviews all entities on record, not just corporations.

Start with the Louisiana Commercial Search. Run your proposed name and several close variations. If something too similar already exists, the state will reject your Articles, costing you time and a re-file.

Corporate naming rules

• The name must include a corporate designator: "Corporation," "Incorporated," "Company," "Limited," or an abbreviation such as "Inc.," "Corp.," "Co.," or "Ltd."
• It cannot imply a government affiliation the corporation doesn't have.
• Restricted words tied to regulated industries — banking, insurance, and similar — generally require approval from the relevant Louisiana regulator before the name is allowed.
• It must be distinguishable from all active names in the Secretary of State's records.

Optional: reserve the name

If you are not ready to file but want to lock the name, Louisiana lets you reserve an available corporate name for a limited period through the Secretary of State for a small fee. Reservation holds the name; it does not create the corporation.

Before you file, decide who your registered agent will be, because Louisiana requires the agent to be named on the Initial Report that accompanies your Articles of Incorporation. The registered agent is the corporation's official point of contact for lawsuits, service of process, and notices from the Secretary of State.

Who can serve

• Yourself: Permitted if you have a physical Louisiana street address and are reliably available during business hours. That address becomes part of the public record.
• Another individual: Any Louisiana resident with a street address in the state — a co-founder, an attorney, or another trusted person who agrees to accept documents.
• A commercial registered agent service: A firm licensed to serve as a registered agent in Louisiana. It keeps its own professional address on the public record, guarantees availability during business hours, and forwards documents to you promptly.

Why the choice matters

The registered office address is public and searchable. If you use your home, anyone looking up your corporation can find it. Owners who work from home, travel often, or simply want privacy typically prefer a commercial service. A commercial agent also removes the risk of missing a hand-delivered lawsuit because no one was at the listed address.

The Articles of Incorporation are the document that legally creates your corporation in Louisiana. You file online through geauxBIZ, the Secretary of State's business portal. Crucially, Louisiana requires you to file an Initial Report at the same time, so plan on submitting both documents together.

What the Articles of Incorporation include

• Corporate name with the required designator
• Purpose — a general-purpose clause is acceptable in Louisiana
• Authorized shares — the total number of shares the corporation may issue, and any share classes with their rights and preferences
• Duration — usually perpetual unless you specify otherwise
• Incorporator — the name and signature of the person forming the corporation

What the Initial Report includes

• Registered agent — the name of the agent accepting appointment
• Registered office — the Louisiana street address where process is served
• Initial directors — the individuals who will serve on the first board, or the person calling the organizational meeting

Standard online processing generally takes a few business days. If you're on a deadline, Louisiana offers expedited handling for an additional state fee. Once approved, the corporation is on the public record and your stamped documents are available to download.

Filing the Articles brings the corporation into legal existence, but it does not organize it. Louisiana corporations are expected to take a set of internal actions — usually captured in an initial organizational meeting or a written consent signed by the incorporator or directors — that turn a shell entity into a functioning company.

What happens at organization

• Adopt bylaws: The corporation's internal rulebook governing how directors and officers are elected, how meetings are called, how votes are counted, and how the company is run. Bylaws are not filed with the state; you keep them in your corporate records.
• Elect directors: If the initial directors were named on the Initial Report, the incorporator's role transfers to them. The board is the corporation's governing body.
• Appoint officers: The board appoints officers — commonly a president, a secretary, and a treasurer — to run day-to-day operations.
• Authorize and issue stock: The board approves issuing shares to the founding shareholders in exchange for their capital contributions, and records who owns how many shares in a stock ledger.
• Approve initial actions: Opening a bank account, adopting an accounting period, and ratifying any pre-incorporation contracts.

Keep signed minutes or written consents documenting all of this. These records are the backbone of the liability protection you incorporated for, and lenders, investors, and buyers will expect to see them.

An Employer Identification Number is the nine-digit federal tax ID that the IRS hands out free of charge. Every corporation needs one — it is the company's tax identity, required for filing corporate returns, opening bank accounts, and hiring employees.

Why a corporation always needs an EIN

Unlike a single-member LLC, which can sometimes use the owner's Social Security number, a corporation is always a separate taxpayer, so it must have its own EIN from the start. You will use it on the corporation's federal income tax return, on payroll filings, and on your bank paperwork.

How to apply

The quickest route is the online IRS EIN Assistant, found at IRS.gov. The application takes about ten minutes and issues the number immediately, so you can print the confirmation and use it the same day. The online application requires a responsible party with a U.S. Social Security number or ITIN. Applicants without one can file Form SS-4 by fax or mail instead.

Separating corporate finances from personal finances is not optional — it is the practice that keeps your liability shield intact. Paying personal bills from the corporate account or running business revenue through your own account gives a court a reason to disregard the corporation and reach the shareholders personally.

What banks typically require

• Filed Articles of Incorporation from the Louisiana Secretary of State
• The IRS EIN confirmation letter
• A corporate resolution or board consent authorizing the account and the signers
• Bylaws (many banks ask to see them)
• Government-issued ID for each authorized signer

Community banks and credit unions are often more flexible with newly formed corporations than large national chains. Before you settle on one, weigh the monthly fees, transaction caps, and minimum-balance rules against each other.

Most of the effort is front-loaded into formation. After that, keeping the corporation healthy comes down to a recurring state filing, ongoing governance, and your tax obligations.

Annual report

File your annual report with the Secretary of State through geauxBIZ. Louisiana ties the deadline to the anniversary of your incorporation, so mark your specific date rather than a shared statewide one. The report confirms your registered agent, registered office, directors, and officers. Letting it lapse endangers your good standing and can lead to the corporation being struck from the rolls.

Corporate governance

Hold regular board and shareholder meetings, or document decisions by written consent, and keep your minute book and stock ledger current. Update your bylaws when the structure changes. These formalities are what distinguish a real corporation from a paper one.

Louisiana and federal taxes

Corporations file federal returns (Form 1120 for C corporations, Form 1120-S for S corporations) and pay Louisiana corporate income and franchise taxes through the Department of Revenue. If you sell taxable goods or services, register for Louisiana sales tax. These filings run on their own schedules, separate from the Secretary of State annual report.