Louisiana: LLC Registered-Agent and Registered-Office Requirements
The short answer
A Louisiana LLC must continuously maintain a Louisiana registered office and at least one registered agent. An individual agent must be a Louisiana citizen residing in the state; an entity agent must fit the statute's limited law-firm, corporation, or LLC categories, have organizational authority to act, and file a certificate naming at least two authorized recipients at its Louisiana address. The initial report supplies municipal addresses and each agent's notarized acceptance, a successor is due within 30 days after loss, and failed agent service proceeds through managers, members, employees, or long-arm service before the Secretary of State route.
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This is the general rule in Louisiana. Ezel applies current Louisiana law to your specific facts and answers with citations to the statutes.
| Governing law and terminology | Louisiana Revised Statutes Title 12, Chapter 22, supplemented by Code of Civil Procedure arts. 1266–1267; 'registered agent' and 'registered office' (La. R.S. 12:1301, 12:1308) |
|---|---|
| Continuous designation duty | Domestic LLC forms by filing articles and an initial report and must continuously maintain a Louisiana registered office and at least one registered agent (La. R.S. 12:1304(A), 12:1308(A)) |
| Eligible individual | Individual agent must be a Louisiana citizen who resides in Louisiana; no separate age, ownership, license, or fixed daily-hours qualification is stated (La. R.S. 12:1308(A)(2)(a)) |
| Eligible entity and self-service | Agent may be a Louisiana-authorized law partnership/professional law corporation, or qualifying domestic/authorized foreign corporation or LLC, with organizational authority and a filed two-recipient certificate; appointing LLC not expressly excluded, and member/manager qualifies personally only as citizen-resident (La. R.S. 12:1308(A)(2)(b)) |
| Registered office, address, and hours | Office is in Louisiana and is the LLC's domicile; initial report gives its location and municipal address, not P.O.-box-only, and separately gives each agent's municipal address. No matching-address or daily-hours rule stated (La. R.S. 12:1305(E), 12:1308(A), (B), (F)) |
| Consent and initial filing | Articles and initial report are filed together; report is signed by each articles signer or attached-authority agent, names office and agents, and includes each agent's signed notarized acknowledgment and acceptance (La. R.S. 12:1304(A), 12:1305(E)) |
| Change, resignation, and replacement | Manager/member-signed change is effective on SOS acceptance and new agent gives notarized acceptance; agent address change may also change matching office after written notice. Resignation requires written notice to LLC and SOS; successor and address due within 30 days (La. R.S. 12:1308(C)–(E)) |
| Agent duties and service | Process, notices, and demands may be served on the agent, including any partner of a partnership agent; private-agent statute states no general forwarding deadline. Ordinary LLC service is personal service on an agent (La. R.S. 12:1308(A)(2)(b); La. C.C.P. art. 1266(A)) |
| Lapse consequences and fallback service | No-agent loss triggers 30-day successor duty; vacated office uncorrected for 30 days lets outsiders treat SOS office as registered office. Due-diligence fallback reaches manager/member, suitable employee, or long-arm route, then SOS after diligent failure; SOS forwards citation (La. R.S. 12:1308(E)–(F); C.C.P. arts. 1266–1267) |
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Requirements one by one
Governing law and terminology
Louisiana's domestic LLC provisions are in Title 12, Chapter 22. La. R.S.
12:1301(A)(10) defines a domestic limited liability company as an
unincorporated association organized under that chapter. Section 12:1308 uses
the terms registered agent and registered office; Code of Civil
Procedure arts. 1266 and 1267 supply the related service sequence.
Continuous designation duty
Formation requires both articles of organization and an initial report under
La. R.S. 12:1304(A). Section 12:1308(A) then requires every LLC to
“continuously maintain” a registered office in Louisiana and at least one
registered agent.
Eligible individual
La. R.S. 12:1308(A)(2)(a) requires an individual agent to be a citizen of
Louisiana who resides in Louisiana. The section states no separate minimum
age, professional-license, owner-status, or fixed daily-hours qualification.
A member, manager, organizer, owner, or employee is not a separate eligibility
class. Such a person may serve individually only by satisfying the citizen-and-
resident rule and completing the required acceptance.
Eligible entity and self-service
The entity route in § 12:1308(A)(2)(b) is narrower than a generic “any business
entity” rule. It permits a partnership or professional law corporation
authorized to practice law in Louisiana, or a domestic corporation or LLC or
an authorized foreign corporation or LLC. The organization must be authorized
by its articles or certificate to act as an LLC's service agent and must have a
certificate on file naming at least two individuals at its Louisiana address
who may receive process.
The text does not expressly exclude the appointing LLC from the domestic-LLC
category. Any entity taking that route still must independently satisfy the
organizational-authority and two-recipient-certificate conditions. A member or
manager serving personally instead follows the individual rule.
Registered office, address, and hours
The initial report states the registered office's location and municipal
address, if any, and each agent's full name and municipal address, if any.
La. R.S. 12:1305(E) says neither address may be a post-office box only. Section
12:1308(A) requires the registered office to be in Louisiana, and subsection
(F) makes it the LLC's domicile for all purposes.
The cited provisions do not require the office and agent address to be
identical and do not state a numbered daily availability window. Those limits
should not be inferred from commercial-agent practices.
Consent and initial filing
Under La. R.S. 12:1304(A), the articles and initial report are filed together.
Section 12:1305(E) requires each person who signed the articles—or an agent
authorized by an attached document—to sign the report. The report identifies
the office and each agent and includes a notarized affidavit of acknowledgment
and acceptance signed by every registered agent.
The live Louisiana formation template contains separate registered-office and
agent municipal-address fields and a registered-agent acknowledgment and
acceptance with a notarization instruction.
Change, resignation, and replacement
After formation, § 12:1308(C) lets the LLC file a statement changing the agent,
office, or agent address. A manager signs for a manager-managed LLC; at least
one member signs when management is reserved to the members. A new agent
supplies a notarized acknowledgment and acceptance, and the change is effective
when the Secretary of State accepts the statement for record.
An agent may file its own Louisiana address change under subsection (D). If the
old and new agent addresses also match the old and new registered-office
addresses, the statement may change both after the agent notifies the LLC in
writing and recites that notice.
Resignation under subsection (E) is effective only by written notice to both
the LLC and Secretary of State. After resignation or another event ends the
former agent's tenure, the LLC must appoint a successor and file the successor's
address within 30 days.
Agent duties and service
La. R.S. 12:1308(A)(2)(b) permits legal process, other notices, and demands to
be served on the registered agent. If the agent is a partnership, service may
be made on any partner. Code of Civil Procedure art. 1266(A) makes personal
service on any agent for service of process the ordinary LLC route.
The private-agent provisions cited here state no general deadline for
forwarding received papers and no separate forwarding-failure consequence.
That differs from the Secretary of State's express forwarding duty under art.
1267 after the final fallback service.
Lapse consequences and fallback service
Agent loss first creates the 30-day successor duty in La. R.S. 12:1308(E). If a
registered office is vacated and no change is filed within 30 days, subsection
(F) allows a person other than the LLC to treat the Secretary of State's office
as the registered office. The cited provision states no separate daily penalty
or automatic administrative-dissolution consequence for this lapse.
Service follows a separate sequence. If there is no agent or due diligence
cannot reach the designated agent, Code of Civil Procedure art. 1266(B) permits
personal service on a manager of a manager-managed LLC, otherwise a member; on
an employee of suitable age and discretion where the LLC regularly conducts
business; or through the referenced long-arm route. Only when the serving
officer certifies diligent failure under art. 1266 does art. 1267 permit
personal service on the Secretary of State or the designated office recipient.
The Secretary of State then forwards the citation to the LLC's last known
address.
What trips people up
Louisiana requires notarized acceptance. Each initial registered agent
signs a notarized affidavit of acknowledgment and acceptance, and a replacement
agent does so again with the change filing.
The entity route has infrastructure requirements. A qualifying corporation,
LLC, or law organization needs organizational authority and a filed certificate
naming at least two Louisiana-address recipients; entity status alone is not
enough.
Resignation notice and replacement timing are separate. Written notice to
the LLC and Secretary of State makes the resignation effective, while the LLC
has 30 days to appoint and file a successor.
Secretary-of-State service is the last step, not the first. Article 1266
first opens manager/member, suitable-employee, and long-arm routes; article
1267 follows only after certified diligent failure.
Common questions
Can a Louisiana member be the registered agent? Yes, if the member
personally is a Louisiana citizen residing in Louisiana and signs the required
notarized acceptance. Membership alone does not qualify the person.
Can the registered office be only a P.O. box? No. The initial report must
give its location and municipal address, if any, and the statute says it may not
be a post-office box only.
Must the agent and registered office use the same address? The provisions
verified here list the office and agent addresses separately and do not impose
a general matching-address rule. Subsection 12:1308(D) separately addresses the
case in which both old addresses and both new addresses are the same.
What happens when the agent resigns? The resignation requires written
notice to both the LLC and Secretary of State. The LLC must appoint a successor
and file the successor's address within 30 days, and fallback service remains
available if the agent gap prevents ordinary service.
Statutes and sources
- La. R.S. 12:1301, 12:1304–1305 — domestic LLC definition, formation,
initial-report addresses, signatures, and notarized agent acceptance.
https://legis.la.gov/legis/law.aspx?d=76248,
https://www.legis.la.gov/legis/law.aspx?d=76251, and
https://www.legis.la.gov/legis/law.aspx?d=76252 (accessed 2026-07-27) - La. R.S. 12:1308 — continuous office and agent, eligibility, entity-agent
certificate, changes, resignation, replacement, office lapse, and domicile.
https://www.legis.la.gov/legis/law.aspx?d=76255 (accessed 2026-07-27) - La. C.C.P. arts. 1266–1267 — ordinary agent service, alternate LLC
recipients, diligent-effort condition, Secretary-of-State service, and
forwarding.
https://www.legis.la.gov/legis/law.aspx?d=111167 and
https://www.legis.la.gov/legis/law.aspx?d=111168 (accessed 2026-07-27)
Source links
Every statute quoted above, linked, with the date we checked it.
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