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When starting a new company, choosing a business entity is the most important decision that the founders must make. For most businesses with more than one founding member, forming as an LLC is often the best option for a number of reasons.
An LLC is an uncomplicated business structure that affords business owners legal protection by separating personal assets from business debts. Moreover, LLCs often enjoy a lower tax rate than corporations. Nevertheless, creating an LLC can get complicated depending on where you are based, with the formation process, filing fees, and continuing legal obligations differing from state to state.
Those forming a limited liability company in Georgia shouldn’t expect much of a hassle as the state’s formation procedure is fairly straightforward and uncomplicated with few deviations from the routine process. What’s more, Georgia’s filing fees and annual registration fees are very reasonable.
To avoid a misstep in the filing process, follow these steps to start an LLC in Georgia, and refer to the checklist at the bottom of the post to familiarize yourself with the legal and financial requirements for LLCs in the state.
Starting an LLC in Georgia step-by-step
1. Select a name for your Georgia LLC
Follow naming requirements
There are 3 major guidelines to follow when naming your LLC in the state of Georgia:
- An LLC’s name must be distinguishable from the names of existing business entities on file with the Georgia Secretary of State Corporations Division.
- An LLC’s name is required to contain one of the following phrases or abbreviations: “Limited Liability Company”, “Limited Company”, “LLC”, “L.L.C.”, “LC”, or “L.C.” The words “Company” and “Limited” may be substituted with the abbreviations “Co.” and “Ltd.”, respectively.
- An LLC’s name is required to be 80 characters or less (punctuation and spaces included).
Reserve your LLC name with the Secretary of State
After selecting a name for your LLC, you can reserve it with the Georgia Secretary of State Corporations Division.
Check that the name is available for use by searching the using the Corporations Division business name database. If the LLC name is available, go ahead and reserve the name for up to 30 days by filing a Name Reservation Request online or through the mail. The reservation fee is $25.
2. Designate a registered agent
As in every U.S. state, forming an LLC in Georgia requires the appointment of a registered agent service to handle state and federal legal documents and service of process on the business’s behalf.
The registered agent must either be a state resident or business entity with a street address in Georgia OR if the individual or business is based out-of-state, they must have a business office in Georgia.
3. File Articles of Organization
An LLC is created in Georgia through the filing of Articles of Organization with the Georgia Secretary of State Corporations Division. Filing the articles can be done online or via postal mail (those that file by mail must also submit a Transmittal Information Form, check below for details). The filing fee is $100 and payment can be made by credit card.
Your Georgia LLC’s Articles of Organization must provide the following details:
- LLC name and address
- Registered agent’s name and address
- The signature of an LLC member, manager, organizer, or legal representative
Those that file Articles of Organization by postal mail are required to also file a Transmittal Information Form Georgia Limited Liability Company with the following information:
- LLC name
- LLC name reservation number (if applicable)
- Names and addresses of organizers
- Registered agent name and address
- LLC email address
- LLC principal address
- Article filers names and addresses
Foreign LLCs formed outside of Georgia that plan on doing business in the state must register with the Georgia Secretary of State Corporations Division.
Follow these steps to legally do business in Georgia as a foreign LLC:
- Comply with Georgia LLC naming guidelines and make sure that the LLC name is available for use in the state using the Corporations Division business name database
- Appoint a Georgia-based registered agent to handle service of process in the state.
- File an Application for Certificate of Authority for Foreign Limited Liability Company with the Georgia Secretary of State. Filing can be performed online or by using postal mail. The filing fee is $225.
4. Draft an operating agreement
Although not a legally mandated step for forming an LLC in Georgia, drafting a comprehensive LLC operating agreement is strongly recommended for all nascent limited liability companies.
The operating agreement should do the following:
- Describe the LLC’s business structure
- Establish the individual responsibilities and obligations of LLC members
- Detail how the LLC will be run
Without an operating agreement clarifying the specific duties of its members, an LLC may face significant legal and operational difficulties.
5. Obtain an IRS Employer Identification Number (EIN)
All newly formed LLCs in the United States must acquire an Employer Identification Number (EIN) from the Internal Revenue Service (with the exception of single-member LLCs).
The nine-digit EIN is like a social security number for a business and is necessary to pay income tax, file tax returns, open business bank accounts, and perform many other important functions.
You can apply for an EIN online on the IRS website without paying a filing fee.
6. Fulfill your Georgia LLC’s additional legal obligations
Once an LLC is registered, its members must devote attention to fulfilling legal requirements that apply for the duration of the company’s existence.
Georgia LLCs and foreign LLCs doing business in the state are required to file an annual registration with the Georgia Secretary of State. The first registration must be filed between January 1 to April 1 in the first calendar year following the year the LLC was formed.
Filing an annual registration must be done online and the filing fee is $50.
Obtain business licenses and permits
Some LLCs in Georgia may be required to obtain one or more state or locally-issued business licenses, permits, or certifications depending on the type of their business and the area in which they are based.
Check out the First Stop Business Information Center hosted by Georgia Secretary of State for comprehensive information on state business licenses, and consult with a city clerk in the city or county where your LLC is based for information on local licensing requirements.
Register to pay state taxes
Certain Georgia LLCs, such as those that collect sales tax and those that have employees, must register with the Georgia Department of Revenue. Registration can be completed online or by submitting a completed paper application through the mail or in person at the DOR office.
Visit the Georgia DOR website for more information on state taxes and fees that would require LLCs to register with the Department.
Georgia LLC checklist
A Georgia LLC’s name must obey the following guidelines:
- Must be distinguishable from the names of existing business entities already on file with the Georgia Secretary of State Corporations Division.
- Must contain one of the following phrases or abbreviations: “Limited Liability Company”, “Limited Company”, “LLC”, “L.L.C.”, “LC”, or “L.C.” The words “Company” and “Limited” may be substituted with the abbreviations “Co.” and “Ltd.”.
- Must not exceed 80 characters (punctuation and spaces are included).
Organizational documents and filing fees:
- A Georgia LLC is created by filing Articles of Organization with the Georgia Secretary of State Corporations Division.
Additional legal obligations:
- Annual Registration – Required for all LLCs doing business in Georgia
- State and local business licenses – Required for some types of LLCs
- Georgia DOR registration – Required for some types of LLCs