Louisiana Secretary of State Nonprofit Filing Requirements

To form a nonprofit with the Louisiana Secretary of State, you file articles of incorporation through the geauxBIZ online portal or by mail, pay a $75 filing fee, and then keep the corporation in good standing by filing a $10 annual report every year on the anniversary of incorporation. Those are the core Louisiana Secretary of State nonprofit filing requirements. The rest is detail: what the articles have to say, how quickly you want the filing processed, and what happens if you let the annual report slide.

Louisiana’s Nonprofit Corporation Law sits in Title 12, Chapter 2 of the Revised Statutes and governs how these entities are formed and maintained.1Louisiana State Legislature. Louisiana Laws – Nonprofit Corporation Law

What the Articles of Incorporation Must Contain

The Secretary of State will reject articles that are incomplete or internally inconsistent, so the checklist matters.2Justia. Louisiana Revised Statutes Title 12 RS 12-203 – Articles of Incorporation Your articles must include:

  • A corporate name distinguishable from every other entity already registered with the Secretary of State. Run the free name availability search on the Secretary of State’s website before you draft anything, and have two or three backup names ready.
  • A statement of the organization’s purpose. This can be broad (“any lawful activity”) or specific. If you plan to seek 501(c)(3) status from the IRS, the purpose clause needs language that satisfies IRS requirements, including restrictions on political activity and a dissolution clause directing remaining assets to another charitable organization.
  • Duration. Perpetual by default; state a duration only if you want the corporation to have an expiration date.
  • An explicit statement that the entity is a nonprofit corporation.
  • A registered office and registered agent, each with a physical street address. A post office box alone does not satisfy this requirement. The agent can be a Louisiana resident or a business entity authorized to do business in the state.
  • The full name and address of each incorporator.
  • The names, addresses, and terms of office of the initial directors. The statute does not set a rigid minimum, but organizations planning to seek 501(c)(3) status should plan on at least three, since the IRS expects a functioning, independent board.
  • Whether the corporation is organized on a stock basis, non-stock basis, or both. Non-stock organizations must describe membership qualifications, classes, and voting rights.
  • The taxpayer identification number. Including the EIN is requested; leaving it off will not cause the filing to be rejected on its own.

Weak purpose language causes more trouble later than any other drafting shortcut. If the IRS asks you to amend your articles before granting exemption, you’ll pay another $75 to the Secretary of State to file the amendment.

How to File and What It Costs

The most efficient way to file is through the Secretary of State’s geauxBIZ online portal.3Louisiana Secretary of State. File Business Documents The filing fee for a domestic nonprofit is $75. Louisiana offers two expedited options on top of that base fee: $30 for 24-hour processing, or $50 for same-day processing while you wait.4Louisiana Secretary of State. Get Forms and Fee Schedule

Paper filings go to the Secretary of State at P.O. Box 94125, Baton Rouge, LA 70804-9125.5Louisiana Secretary of State. Articles of Incorporation – Louisiana Non-Profit Corporation Paper submissions take longer than online filings, and the form instructions specify payment by check or money order made payable to the Secretary of State. Credit card payments are only available through the online portal.

Once the filing is approved, the office issues a Certificate of Incorporation. That certificate proves the corporation legally exists and is typically the first document a bank asks for when you open a corporate account. If a filing is rejected, the office sends a notice explaining what needs to be corrected. Online filers usually receive those notices faster and can fix errors without another round of mail.

Annual Reports and What Happens If You Miss Them

Every Louisiana nonprofit must file an annual report with the Secretary of State by the anniversary of its original incorporation date. The fee is $10.4Louisiana Secretary of State. Get Forms and Fee Schedule The report confirms or updates the names and addresses of directors, officers, and the registered agent, and it can be filed through geauxBIZ.

Failing to file the annual report for three consecutive years triggers automatic revocation of the corporation’s charter and franchise. The same consequence applies if the organization fails to maintain a registered office and agent for 180 consecutive days.6FindLaw. Louisiana Revised Statutes Title 12 262.1 Revocation is not a warning. It ends the corporation’s legal existence. Reinstating a revoked charter requires a reinstatement filing of $75 plus at least $30 for the most current annual report, and the process is slower than simply staying on top of the $10 annual filing.

Good standing matters beyond compliance. Donors, grant-making foundations, and government agencies routinely verify status before releasing funds, and a lapsed record can freeze disbursements even when the underlying program work continues.

Amendments and Changes to Filed Information

Any change to information in the articles of incorporation — a new name, a revised purpose statement, restructured membership classes — requires a formal amendment filed with the Secretary of State. The fee for amended articles is $75.4Louisiana Secretary of State. Get Forms and Fee Schedule If only the registered agent or registered office changes, you can file a separate Statement of Change through geauxBIZ instead of amending the articles.

What the Secretary of State Does Not Handle

State incorporation is the first layer of recognition, not the whole picture. Two other filings often come up around the same time and are handled elsewhere.

Federal tax-exempt status is a separate application to the IRS, typically Form 1023 or the streamlined Form 1023-EZ for smaller organizations, and it carries its own user fee.7Internal Revenue Service. Life Cycle of an Exempt Organization Incorporation with the Secretary of State does not by itself make the nonprofit tax-exempt, and it does not make donations tax-deductible for donors.

Charitable solicitation registration is handled by the Louisiana Attorney General’s Consumer Protection Section, not the Secretary of State. Nonprofits that use a professional solicitor to raise funds must register with that office at least 10 days before soliciting; the annual fee is $25, and several categories of organizations, including religious institutions and hospitals, are exempt from the requirement.8Louisiana Office of the Attorney General. Charitable Solicitations

Bylaws, board minutes, and conflict-of-interest policies are internal governance documents. Louisiana does not require them to be filed with the Secretary of State, but the IRS may ask to see them during the exemption process, and any well-run nonprofit adopts them at its first board meeting.