The road from today to the years after a sale runs through Louisiana's rules. Here it is in the order you will meet them: where you stand, what the state takes, the rules of the sale, who buys, and what the money can do after.
Louisiana is a mid-sized market, where the right buyers usually have to be found rather than met. The state's cut of the gain is modest, 3% at the top. Little else gets in the way of the sale.
Tax on the gain: Flat rate.
Today
Where you stand
About 511,000 small businesses, 99.5 percent of Louisiana firms, employing over half the workforce; slightly more small establishments closed than opened in the year to March 2024.
Small businesses
Employees
Of workers
The SBA 2025 profile counts 511,235 small businesses in Louisiana, 99.5 percent of all firms, employing 889,431 people or 54.1 percent of workers.
small-business openings against 11,456 closings between March 2023 and March 2024.
The elements this touches
The deal team on what changes when you sell a business in Louisiana.
Before the letter of intent
What Louisiana takes
A flat 3 percent on the whole gain from 2025; the old deduction for selling a Louisiana-domiciled business held five years is gone.
Flat rate.
A founder on film
On what he learned about tax on the way to the sale.
Lewis Titus Wastewater purification and manufacturing · Wyoming
The December 2024 reform replaced three brackets topping out at 4.25 percent with a single 3 percent rate from 1 January 2025.
The net capital gains deduction is repealed for periods beginning 1 January 2025; only a sale under an agreement fully executed and unconditional before then still qualifies.
The rate is the state's top rate on the gain for the year shown, the same figure as the indicator in the hero, so the two can never disagree.
The elements this touches
Under contract and at closing
The rules of the sale
A non-compete against the seller is valid for two years at most and only in parishes the contract names; successor-liability, broker, and sales tax rules were not checked.
R.S. 23:921 voids any restraint on a trade or profession outside its listed exceptions; a seller of goodwill may agree not to compete for at most two years.
Breazeale, Sachse & Wilson, 2025
Louisiana courts read the exceptions narrowly, so a non-compete that skips the parish list or runs past two years fails.
Breazeale, Sachse & Wilson, 2025
The elements this touches
One thing you would not guess
The reform that cut the rate took away the exit deduction, and only a deal signed and unconditional before 2025 keeps it, whenever it closed.
A purchase agreement executed by all parties, with every condition met before 1 January 2025, keeps the repealed deduction even if the closing came later.
When the process opens
Who buys
Baton Rouge is home to a large infrastructure and services private equity firm whose platforms roll up regional contractors and engineering firms.
Bernhard Capital Partners, a Baton Rouge private equity firm focused on infrastructure and services, runs platforms such as Aventia and Optimum Energy that bought regional contractors in 2026.
Bernhard Capital Partners, 2026
The elements this touches
Day 0, and the years after
After the close
No estate or inheritance tax, and from 2026 a corporation kept after a partial exit no longer pays the franchise tax; trust and domicile rules were not checked.
Louisiana levies neither an estate tax nor an inheritance tax as of October 2025.
WealthThe corporation franchise tax is repealed for franchise tax periods beginning on or after 1 January 2026.
WealthThe post-exit wealth plan is the third act of the same engagement, and it starts in diligence, before the letter of intent, when a move or a trust can still change the answer.
FNDRSThe elements this touches
People who walked it
Founders
From founders elsewhere
No founder in Louisiana is quoted yet. These are founders in other states, quoted word for word, each described by role and state.
“I definitely don't think we'd be in the same spot without you guys.”
Founders in Louisiana
Short testimonials from owners who went through the FNDRS process. Most are under two minutes.
Nearby
| South | Tax on the gain | Complexity | Deal volume |
|---|---|---|---|
| Alabama | 5% 2025 | Medium | Medium |
| Arkansas | 3.9% 2025 | Low | Low |
| Delaware | 6.6% 2025 | Medium | Very low |
| Florida | None 2025 | Medium | Very high |
| Georgia | 5.19% 2025 | Medium | High |
| Kentucky | 4% 2025 | Medium | Medium |
| Maryland | 8.5% 2025 | Medium | Medium |
| Mississippi | 4.4% 2025 | Low | Low |
| North Carolina | 4.25% 2025 | Medium | High |
| Oklahoma | 4.75% 2025 | Low | Medium |
| South Carolina | 6% 2025 | Low | Medium |
| Tennessee | None 2025 | Low | Medium |
| Texas | None 2025 | Medium | Very high |
| Virginia | 5.75% 2025 | Medium | High |
| West Virginia | 4.82% 2025 | Medium | Low |
Your next step
Know where you stand in fifteen minutes, or talk the Louisiana sale through with a dealmaker. Either way, no pitch and no obligation.
No pitch and no obligation. If the honest answer is not yet, we will say so, and say what to work on.