Obtaining a Certificate of Compliance in Louisiana

After forming your Louisiana limited liability company (LLC) or corporation, you can apply for a Louisiana Certificate of Good Standing (CGS). It’s a document that certifies your legal existence in the state. It proves that your entity has been compliant when filing state-imposed taxes and annual reports.

You may need this certificate for many crucial business transactions. Read on to learn more about a Louisiana CGS, how it benefits your business, and how to get one.

What is a Louisiana Certificate of Good Standing?

A Certificate of Good Standing is a legal document that serves as evidence of your lawful incorporation/formation and operations in the state. It’s called a Certificate of Good Standing or a Certificate of Existence in Louisiana.

If you stay up to date with your state taxes, permits, and annual report filings, you can apply for this certificate.

Which Louisiana office issues Certificates of Good Standing?

Like most other states, the Secretary of State (SOS) issues the Certificate of Good Standing in Louisiana. You can obtain it with a written request mailed to the state agency’s office with the requisite fee.

For faster processing, visit the SOS’s website for a commercial search in the official database. Once you locate your business in the list, follow the steps to get the document you need. The Commercial Division offers another faster way to get this certificate by visiting the Louisiana geauxBIZ portal.

Compliance with state requirements is essential to obtain a Louisiana CGS. You can help ensure your business is in compliance with our worry free compliance checks and related solutions.

What does a Certificate of Good Standing confirm?

In Louisiana, a CGS is legal proof of your business entity’s legitimacy. It confirms that your LLC or corporation is up to date with its franchise taxes. It shows that your business is compliant with business rules and licensing requirements imposed by the Louisiana Secretary of State.

Apply for a CGS as a confirmation of the following information:

• The entity’s corporate name
• A declaration that the entity is legally incorporated under the state laws
• Date of incorporation and period of existence
• A statement that the most recent annual report has been filed with the Secretary of State
• A statement that the entity is not terminated or dissolved
• A declaration that the corporation is in good standing with the Secretary of State’s office

Why might a business need a Louisiana Certificate of Good Standing?

A CGS isn’t a mandatory document for compliance. Any registered entity may apply for this document to the SOS. As a business owner, you should consider obtaining it if your entity fulfills all the criteria.

Some reasons to apply for a Louisiana CGS are:

Registering to do business in another state

When expanding your business out of your home state or state of incorporation, you’ll need certain legal documents. Your entity becomes a foreign (out-of-state) corporation or LLC in any state outside Louisiana.

You’ll require a Certificate of Authority from that respective state to transact business. Some states require you to file a Certificate of Good Standing to get this document and set up your operations within their jurisdiction.

Securing funding

As you expand the scope of your business operations, you may need financing to maintain the cash flow. However, some lenders require a recent CGS before approving your credit or loan.

Opening a business bank account

Whether you own a corporation or a limited liability company, it’s always wise to keep your personal assets separate from your business. A business bank account is necessary to limit your liability in cases of legal troubles. And some banks or credit unions may not allow you to open one unless you have a CGS.

Buying business insurance

Businesses operating in Louisiana need proper insurance coverage for safeguarding their interests if any lawsuit happens. Though it isn’t mandatory, you may be asked by an insurer to submit your Louisiana CGS to get the desired insurance coverage.

Contract formation with state/other business

When forming a contract with a state agency or a third-party organization, you may have to verify your legal existence, registration, and goodwill in the state. In all these scenarios, a Louisiana Certificate of Good Standing can come in handy.

Selling/transferring part or all of the business

Selling or transferring part or all of your entity is a significant business decision. You shouldn’t leave any loopholes to stall the process or make it more intimidating. A CGS can make it smooth by confirming your legal incorporation, existence since formation, and history in the state.

Renewing certain permits and licenses

You may need to renew your business permits and state licenses regularly. Some state offices may ask for a CGS to complete the renewal process.

What Louisiana entities can obtain a CGS?

Only registered entities can request a CGS in the state. The certificate is available for the following:

Eligible entities

Per the Revised Statutes, RS 12:1-128, any official business entity can apply for a Louisiana CGS. Unless there’s a qualification in the certificate, it shows that your corporation is in existence and in good standing with the state. There are slightly different named forms for different entities:

• Certificate of Good Standing for corporations and limited liability companies;
• Certificate of Existence for corporations, partnerships, trade names, and limited liability companies;
• Certificate of Registry for Partnerships

Although the form names are different, they cover and affirm the same information.

Entities that don’t need to be registered

A sole proprietorship isn’t a registered entity in the state. So, they cannot obtain a CGS. General partnerships also can’t get a CGS in Louisiana.

How to get a Louisiana Certificate of Good Standing

You may apply for a Louisiana CGS with an online process. It involves the following steps:

Check to make sure your business is in compliance

If you stay compliant with state-imposed tax filings and other regulations, you can apply for a Louisiana Certificate of Good Standing. You’ll need to conduct thorough compliance checks to see if your annual reports and state taxes are filed duly and properly.

Go to Louisiana’s business website to request a Certificate of Good Standing

You can request copies of documents, including a CGS, online through the SOS’s portal. The process takes a few steps to complete. You can navigate the business entity database to find your business in the list and buy the required document accordingly by submitting a payment of $20 to obtain your CGS.

The SOS also offers expedited filing services to process the documents promptly on the same day. You can also print the form and mail it to the following address:

Louisiana Secretary of State
P.O. Box 94125
Baton Rouge, LA 70804

Make sure your Certificate of Good Standing will be valid for its intended use

The expiration date isn’t mentioned on a Louisiana Certificate of Good Standing. However, its validity depends on the intended purpose of the document. For example, an institution may demand that your CGS not be more than 60 days old. Some may accept older documents (up to 90 days) while others may be more stringent (as little as 30 days old).

Send to requesting party

Once you have your CGS with the state seal and required information, you can submit it to the requesting party.

Conclusion

Compliance may not be simple to keep up with, especially when considering all the other aspects that make a business go round. At ZenBusiness, we understand that your business needs don’t stop after the business has been registered. ZenBusiness can help keep you in good standing with our worry free compliance service. With this service, we not only help keep your business in compliance, but we can also secure a Louisiana CGS for you if you need one; you just pay the state fees. And, if you don’t have worry free compliance but still need a CGS, our Certificate of Good Standing service can help.