Louisiana Nonprofits Registered Agent

What Is a Registered Agent for a Louisiana Nonprofit Corporation?

A registered agent is a person or entity designated by a Louisiana nonprofit corporation to receive service of process, official state correspondence, and formal legal notices on the organization’s behalf. Under the Louisiana Revised Statutes (La. R.S.) § 12:236, every corporation organized under the state’s Nonprofit Corporation Law must continuously maintain at least one registered agent and a registered office within Louisiana. The agent acts as the nonprofit’s official point of contact for legal and regulatory matters channeled through the Louisiana Secretary of State — receiving lawsuit papers, annual report reminders, revocation warnings, and any state-issued compliance notices the nonprofit must address to remain in good standing.

The role is narrow and specific: accept, process, and forward it to the nonprofit’s leadership. A related but distinct concept, the registered office, is the physical street address in Louisiana where the agent can be reached during normal business hours and where process can be personally delivered. La. R.S. § 12:203 requires both the registered agent’s full name and the registered office’s municipal address — not a P.O. Box alone — to appear in the nonprofit’s articles of incorporation.

The same obligation extends to foreign nonprofit corporations — nonprofits incorporated elsewhere that hold authority to transact business in Louisiana. Under La. R.S. § 12:308, each foreign corporation must have and continuously maintain at least one registered agent and a registered office in the state for as long as its certificate of authority remains active.

Is a Registered Agent Required for a Louisiana Nonprofit?

Every Louisiana nonprofit corporation — domestic and foreign — must designate and continuously maintain a registered agent and a registered office from the moment of formation or registration through the date of dissolution, withdrawal, or revocation. This is an ongoing obligation, not a one-time filing formality.

La. R.S. § 12:236(A) provides that “[e]very corporation shall continuously maintain an office in this state, to be known as its registered office,” and La. R.S. § 12:236(c) imposes the parallel continuous obligation for the registered agent. The Secretary of State directs annual report reminders, revocation notices, and other official correspondence to the registered agent at the address on file. If a nonprofit fails to maintain both a registered office and a registered agent for 180 consecutive days, the Secretary of State is authorized to revoke the nonprofit’s articles of incorporation and franchise under La. R.S. § 12:262.1. For a foreign nonprofit corporation, the equivalent consequence is revocation of its certificate of authority to transact business in the state.

Note: The 180-day revocation trigger under La. R.S. § 12:262.1 applies specifically to the failure to maintain a registered office and registered agent. A separate ground for revocation — failure to file annual reports for three consecutive years — operates independently under the same statute.

Who May Serve as a Registered Agent for a Louisiana Nonprofit?

Louisiana law permits three categories of persons and entities to serve as a nonprofit corporation’s registered agent. La. R.S. § 12:236(c)(1) defines the eligible classes, and the same categories apply to foreign nonprofit corporations under La. R.S. § 12:308(A)(1).

• An individual who is a resident of Louisiana.
• A partnership authorized to practice law in Louisiana — in other words, a law firm organized as a partnership.
• A business corporation, limited liability company, foreign corporation, or foreign LLC authorized to transact business in Louisiana, provided the entity is authorized by its articles or certificate of organization to act as an agent for service of process and has filed a certificate with the Secretary of State listing at least two individuals at its Louisiana address who are each authorized to receive process.

The nonprofit corporation itself cannot serve as its own registered agent. An officer, director, executive director, or employee of the nonprofit who is a Louisiana resident may serve in an individual capacity, but the entity cannot name itself.

Requirement	Details
Address type	Physical street address in Louisiana (not a P.O. Box alone)
P.O. Box	Not acceptable as the sole address
Mailbox-only or answering service	Not acceptable
Availability	Must be able to receive service of process during normal business hours
Louisiana location	Required

Louisiana imposes a distinctive consent requirement. La. R.S. § 12:236(c)(2) mandates that a notarized affidavit of acknowledgment and acceptance signed by each registered agent be attached to the articles of incorporation. This is not merely a signature on the formation form — it is a separate, notarized document in which the agent formally accepts the appointment. The same notarized-affidavit requirement applies when a successor agent is appointed after incorporation and when a foreign corporation changes its registered agent.

Note: The notarized-agent-affidavit requirement is unique to Louisiana. Most states require only a written or electronic consent. The failure to attach the affidavit does not invalidate service of process on the nonprofit, but the Secretary of State may delay processing of the filing until the affidavit is received.

How to Designate a Registered Agent on Your Nonprofit Articles of Incorporation

A nonprofit corporation designates its registered agent when it files its articles of incorporation with the Louisiana Secretary of State. The registered agent’s name and registered office address are mandatory fields on Form #395 — Articles of Incorporation Louisiana Nonprofit, the standard formation document for domestic nonstock nonprofit corporations. Item 5 of the form requires the municipal address of the registered office, and Item 6 requires the full name and municipal address of each registered agent. Neither field accepts a P.O. Box as the sole address.

1. Obtain Form #395 from the Louisiana Secretary of State’s forms page or file electronically through the geauxBIZ portal.
2. Complete Item 5 with the registered office’s physical street address and Item 6 with the registered agent’s full name and municipal address.
3. Have each registered agent sign the Agent’s Affidavit and Acknowledgment of Acceptance on page two of the form before a notary public. Louisiana law requires every notary to print or type their name and notary or bar roll number on the document.
4. Have at least one incorporator sign the articles before a notary public.
5. Submit the completed form — with the agent’s notarized affidavit attached — to the Secretary of State’s Commercial Division by mail (P.O. Box 94125, Baton Rouge, LA 70804-9125), in person (8585 Archives Ave., Baton Rouge, LA 70809), by fax, or online via geauxBIZ.
6. Pay the $75 filing fee, payable to the Secretary of State. Credit card payments incur an additional $5 statutory convenience fee.

If the articles are filed within five working days after notarial acknowledgment, corporate existence begins as of the time of that acknowledgment. Within 30 days after filing with the Secretary of State, the nonprofit must also file a certified copy of the articles and the certificate of incorporation with the recorder of mortgages in the parish where the registered office is located.

Registered Agent Address and IRS / 501(c)(3) Filings

The Louisiana registered agent address and the IRS address requirements serve entirely different purposes and are governed by separate authorities. Satisfying one does not satisfy the other, and a nonprofit must meet both independently.

Louisiana Secretary of State (state level): The registered agent’s address is the address the Secretary of State uses to deliver official state correspondence, including annual report notices and revocation warnings. Under La. R.S. § 12:236(B), the registered office “shall be considered the domicile of the corporation for all purposes.” This address appears in the nonprofit’s formation documents and in every annual report filed under La. R.S. § 12:205.1, making it part of the permanent public record.

IRS Form 990 (federal level): The IRS Form 990 instructions require the nonprofit to report its official mailing address and the name and address of its principal officer. The registered agent’s address is not a required entry on Form 990 and should not be confused with the organization’s mailing address unless the nonprofit has specifically chosen to use it for that purpose. If the principal officer’s address changes after a return is filed, the organization should submit IRS Form 8822-B to notify the IRS.

Obtaining 501(c)(3) status from the IRS does not affect or replace the state registered agent requirement. The two obligations are independent. A nonprofit must maintain its Louisiana registered agent under state law regardless of its federal tax-exempt status, and it must meet its IRS reporting obligations regardless of who serves as its registered agent.

Filing Fees for Nonprofit Registered Agent Filings

Louisiana nonprofit corporations pay the same filing fee as for-profit business corporations for most registered-agent-related transactions, with one significant exception: the annual report. The nonprofit annual report costs $10, while a business corporation pays $30. All fees are established by La. R.S. § 49:222 and reflected on the Secretary of State’s published fee schedule.

The following table compares fees for filings that involve or relate to the registered agent across nonprofit and for-profit entity types:

Filing	Nonprofit Fee	For-Profit Fee	Form
Articles of Incorporation	$75	$75	Form #395 (nonprofit) / Form #399 (business)
Change of Registered Office or Agent	$25	$25	Form #354 (nonprofit) / Form #502 (business)
Application for Certificate of Authority (foreign)	$125	$125	Form #326
Annual Report	$10	$30	Filed via geauxBIZ or printed from the Commercial Database
Reinstatement	$75	$75	Form #1444

Credit card payments are subject to an additional $5 statutory convenience fee. Expedited processing is available for $30 (24-hour turnaround) or $50 (while-you-wait priority service), charged in addition to the base filing fee.

What Happens to a Louisiana Nonprofit Without a Registered Agent?

The Secretary of State may revoke the articles of incorporation and franchise of a domestic nonprofit corporation that fails to maintain a registered office and registered agent for 180 consecutive days. La. R.S. § 12:262.1(A) authorizes this revocation and establishes a structured enforcement process with serious consequences for the organization.

• Notice period. At least 30 days before revoking the articles, the Secretary of State must send written notice by U.S. mail to the nonprofit’s last designated registered agent at the agent’s last known address. If no registered agent is on record, the notice is directed to the corporation at its registered office.
• Cure opportunity. The nonprofit may avoid revocation by placing itself in good standing before the revocation takes effect — typically by designating a new registered agent and registered office and filing any delinquent annual reports.
• Revocation. If the nonprofit fails to cure within the notice period, the Secretary of State revokes the charter. Revocation terminates the nonprofit’s legal authority to operate as a corporation in Louisiana.
• Substitute service of process. Under La. R.S. § 12:236(B), if a nonprofit vacates its registered office and fails to file a notice of change within 30 days, “the office of the secretary of state may thereafter be treated as the registered office by any person other than the corporation itself.” Process served on the Secretary of State under this provision may bind the nonprofit without its knowledge, potentially resulting in default judgments.
• State contract prohibition. La. R.S. § 12:262.1(F) provides that any corporation more than 12 months delinquent in filing an annual report is “not in good standing” and is prohibited from engaging in commercial business operations with the state or its boards, agencies, departments, or commissions. Contracts between such a corporation and the state are subject to being declared null and void.
• Impact on 501(c)(3) status. State-level revocation does not automatically revoke federal 501(c)(3) status. However, a revoked nonprofit loses its legal authority to operate as a corporation in Louisiana and may face complications with the IRS if it fails to file required Form 990 returns.
• Reinstatement. A revoked nonprofit may apply for reinstatement within three years of the effective date of revocation by filing Form #1444, signed and acknowledged by an officer of the corporation, accompanied by the $75 reinstatement fee and a current annual report. The Secretary of State issues a certificate of reinstatement, which the nonprofit must file with the clerk of court (or recorder of mortgages in Orleans Parish) in the parish where the registered office is located. Upon reinstatement, the charter continues as though the revocation had never occurred. If three years have passed, reinstatement remains possible if the corporate name is still available; otherwise, the nonprofit must file an amendment changing its name.

Note: A church that is a member of and in good standing with a statewide church association is exempt from revocation under La. R.S. § 12:262.1(H) and is also exempt from paying the annual report filing fee under La. R.S. § 12:205.1(c).

How to Change a Registered Agent for a Louisiana Nonprofit Corporation

A Louisiana nonprofit corporation may change its registered agent or registered office at any time by filing Form #354 — Notice of Change of Registered Office and/or Change of Registered Agent with the Secretary of State. The same change can also be reported through the nonprofit’s annual report under La. R.S. § 12:205.1, but Form #354 is the standard standalone filing used between reporting periods.

1. Obtain the new agent’s consent. The new registered agent must sign a notarized Agent’s Acceptance and Acknowledgment of Appointment on the form, sworn before a notary public.
2. Complete Form #354. Enter the corporation’s name. If the registered office location is changing, complete the Change of Location section and have an officer or director sign. If the registered agent is changing, complete the Change of Registered Agent(s) section and have the corporation’s president, vice president, or secretary sign.
3. File the form with the Secretary of State by mail (P.O. Box 94125, Baton Rouge, LA 70804-9125), in person (8585 Archives Ave., Baton Rouge, LA 70809), by fax, or online via geauxBIZ.
4. Pay the $25 filing fee. Credit card payments incur an additional $5 convenience fee.
5. File a copy with the parish recorder of mortgages in the parish where the registered office is located. If the registered office is moving from one parish to another, file with the recorder in both the former and the new parish.

The change takes effect when the Secretary of State accepts the form. The notice of change should be filed within 30 days after the change occurs. A registered agent may also resign by providing written notice to the nonprofit, the Secretary of State, and the recorder of mortgages in the parish where the registered office is located. If the agent resigns, the board of directors must appoint a successor agent within 30 days under La. R.S. § 12:236(c)(3).

Louisiana Nonprofit Registered Agent FAQ

Can a nonprofit corporation serve as its own registered agent?

No. La. R.S. § 12:236(c)(1) limits the registered agent role to an individual Louisiana resident, a law-practice partnership authorized in the state, or a business entity authorized to transact business in Louisiana that satisfies specific filing requirements with the Secretary of State. The nonprofit corporation itself falls outside every eligible category. 

Can a founding director or executive director serve as the nonprofit’s registered agent?

Yes. Any individual who resides in Louisiana may serve as a registered agent under La. R.S. § 12:236(c)(1). A founding director, executive director, or other officer who meets this residency requirement is eligible. The individual must sign a notarized affidavit of acknowledgment and acceptance, and the registered office must be a physical Louisiana location where process can be delivered during business hours. Many nonprofits ultimately prefer a commercial registered agent service to ensure continuous availability — particularly when leadership changes would otherwise require appointing a successor agent within 30 days.

Does receiving 501(c)(3) status waive the state registered agent requirement?

No. Federal tax-exempt status under Section 501(c)(3) of the Internal Revenue Code has no effect on the Louisiana registered agent requirement. The obligation to maintain a registered agent is a state-law requirement under La. R.S. § 12:236 and remains in force regardless of the nonprofit’s federal tax status. A 501(c)(3) organization that fails to maintain a registered agent in Louisiana for 180 consecutive days is subject to the same revocation process under La. R.S. § 12:262.1 as any other nonprofit corporation.

What is the filing fee for a nonprofit to change its registered agent?

The filing fee is $25, the same rate charged to for-profit business corporations. This fee is established by La. R.S. § 49:222(B)(2)(c)and applies to the filing of Form #354. Credit card payments incur an additional $5 statutory convenience fee. Expedited processing is available for an additional $30 (24-hour service) or $50 (while-you-wait priority service).

Must a registered agent be designated before filing your nonprofit’s articles of incorporation?

Yes. The registered agent and registered office are mandatory fields in the articles of incorporation under La. R.S. § 12:203(B). Item 5 of Form #395 requires the registered office address, and Item 6 requires the registered agent’s full name and address. The form also requires the agent’s notarized affidavit of acknowledgment and acceptance to be attached. The Secretary of State cannot process the filing without both this information and the accompanying affidavit.

Can the same commercial registered agent service act for multiple nonprofits?

Yes. Louisiana law does not limit the number of entities a registered agent may represent. Under La. R.S. § 12:236(c)(1), a business corporation, LLC, foreign corporation, or foreign LLC authorized to transact business in Louisiana may serve as agent for any number of nonprofit corporations, provided the entity has on file with the Secretary of State a certificate listing at least two individuals at its Louisiana address who are authorized to receive process. Commercial registered agent services routinely act for hundreds or thousands of entities across the state.

Does a nonprofit need to list its registered agent on IRS Form 990?

No. The IRS Form 990 instructions require the nonprofit to report its official mailing address and the name and address of its principal officer. The registered agent’s name and address are not required fields on Form 990. The registered agent is a state-law designation that has no counterpart on the federal return. If the organization’s principal officer or mailing address changes, the nonprofit should file IRS Form 8822-B to notify the IRS — but that filing is entirely separate from any state registered-agent update.

What happens to your nonprofit’s 501(c)(3) status if the corporation is administratively dissolved?

State-level revocation of a Louisiana nonprofit’s articles of incorporation does not automatically revoke federal 501(c)(3) status. The IRS and the Louisiana Secretary of State operate independently, and one does not control the other. However, a revoked nonprofit loses its legal authority to operate as a corporation in Louisiana and faces practical consequences: if the organization fails to file required Form 990 returns for three consecutive years, the IRS will automatically revoke its tax-exempt status under 26 U.S.C. § 6033(j). Prompt reinstatement through the Secretary of State — using Form #1444 and paying the $75 reinstatement fee — is strongly advisable. The IRS Tax Exempt Organization Search tool can verify whether the organization’s federal status remains active.

Can an unincorporated nonprofit association designate a registered agent?

No formal mechanism exists. The Louisiana Unincorporated Association Act (La. R.S. § 12:501–516) addresses property rights, statements of authority for immovable property transactions, and the legal capacity of unincorporated associations, but it does not provide a registered agent filing with the Secretary of State. The statement of authority available under La. R.S. § 12:505 relates solely to immovable property and is filed with the parish recorder of conveyances, not the Secretary of State. An unincorporated nonprofit association that wants the protections of a formal registered agent designation would need to incorporate as a nonprofit corporation under La. R.S. § 12:201 et seq.

Can I change my nonprofit’s registered agent online?

Yes. The Louisiana Secretary of State’s geauxBIZ portal supports online filing of registered agent changes for nonprofit corporations. The nonprofit can also submit Form #354 by mail, fax, or in person at the Commercial Division in Baton Rouge. Online filing requires creating a geauxBIZ account and paying by credit card, which incurs the $5 statutory convenience fee. The Secretary of State’s FAQ page confirms that agent changes can be filed online and that the annual report filing — which also permits updates to the registered agent — is available through geauxBIZ as well.