Form a S-Corp in Louisiana
Everything you need to know about forming a S-Corp in Louisiana. Filing fees, requirements, timeline, and step-by-step guidance.
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How to File
Choose a Business Name
Select a unique corporate name that includes a required designator such as 'Corporation,' 'Incorporated,' 'Corp.,' or 'Inc.' Search the Louisiana Secretary of State's geauxBIZ database to confirm the name is available.
30 minutes
Appoint a Registered Agent
Designate a registered agent with a physical street address in Louisiana who is authorized to receive legal and official documents on behalf of the corporation. The agent can be an individual resident or a registered commercial agent.
15 minutes
File Articles of Incorporation
Prepare and file the Articles of Incorporation with the Louisiana Secretary of State through the geauxBIZ online portal or by mail, paying the $75 filing fee. The articles must include the corporate name, registered agent, purpose, and authorized shares.
1-2 hours
Adopt Corporate Bylaws
Draft and adopt internal corporate bylaws that govern the management, officer roles, meeting procedures, and operational rules of the corporation. While not filed with the state, bylaws are legally important and required for S-Corp election.
2-4 hours
What's Next After Filing
Once your S-Corp is officially formed, you'll want to complete these important steps:
- •Hold Organizational Meeting & Issue Stock — Conduct an initial organizational meeting of incorporators or directors to approve bylaws, elect officers, and issue stock certificates to shareholders. S-Corps are limited to 100 shareholders and only one class of stock.
- •Obtain EIN and File IRS Form 2553 — Apply for a federal Employer Identification Number (EIN) from the IRS, then file IRS Form 2553 (Election by a Small Business Corporation) to elect S-Corporation tax status. This must be filed by March 15 for the election to take effect in the current tax year.
- •Register for Louisiana State Taxes and Licenses — Register with the Louisiana Department of Revenue for state income tax withholding, sales tax (if applicable), and obtain any required local or parish business licenses. Louisiana S-Corps must file a Louisiana composite partnership return (Form IT-565) for nonresident shareholders.
Advantages
- ✓Pass-through federal taxation eliminates double taxation, with profits and losses reported on shareholders' personal returns
- ✓Shareholders who work in the business can reduce self-employment taxes by splitting income between reasonable salary and distributions
- ✓Louisiana S-Corps provide strong limited liability protection, shielding personal assets from business debts and liabilities
- ✓Established corporate structure with transferable shares enhances credibility with lenders, investors, and customers
Considerations
- •Louisiana imposes a corporate franchise tax on S-Corps, which is not the case in all states, adding a tax burden not present with LLCs
- •Strict IRS eligibility rules limit S-Corps to 100 shareholders, one class of stock, and only U.S. citizens or permanent residents as shareholders
- •Greater administrative complexity with requirements to maintain corporate minutes, hold annual meetings, and adhere to formalities compared to an LLC
Annual Obligations
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