Georgia LLC Basics & Helpful Information
General Overview of the Georgia LLC
This article is meant to be a general overview of the Georgia LLC formation process and other basic issues related to LLCs.
Initial Filing Fees
Georgia Filing Fees
The Georgia filing fee for the Articles of Organization (to create a Georgia LLC) is $100. For a quicker turnaround, add $100 for 48-hour expedited service, $250 for same day expedited service, or $1000 for one hour expedited service.See full fee schedule →
Filing Time Frame
Georgia Filing Time
A certificate of organization will be mailed to the applicant usually in five to seven days. Workload issues will sometimes result in a longer turnaround time, perhaps up to 12 days. Filings not complete will be returned to the applicant along with a notice that describes the deficiency. If corrected and returned within 60 days, the initial date of receipt will be the date of formation. Expedited processing reduces the turnaround time to 48 hours, same day, or even one hour service, based on the expedited fee paid.
Annual Compliance & Fees
Georgia Annual Compliance Requirements
Each Georgia LLC must file an annual registration with the Secretary of State. The fee is $50.00. The initial registration is due between January 1 and April 1 of the year following the calendar year in which the LLC was formed. The annual registration should be filed online. An LLC that does not submit its annual registration is subject to administrative dissolution.
Form an LLC in Georgia
You can use this checklist to help guide you through the process of forming a Georgia LLC:
Step 1: Decide on a Business Name
The first step in creating an LLC in Georgia is naming your business. You’ll need to check with the Georgia Secretary of State to make sure the name you’ve chosen is available. You can do this online via the Georgia Business Search.
It is also highly recommended that you check the US Patent and Trademark Office to see if someone has a federal trademark of the business name you want (the Georgia Secretary of State will not check other state’s databases or the federal trademark database). You can click here to have a comprehensive name availability search performed for you.
Your LLC name must contain the words “limited liability company” or “limited company” or any of the abbreviations “L.L.C”, “L.C.”, “LLC”, or “LC” or “Ltd. Co.”. The LLC’s name must be distinguishable from any other business entity on file with the Georgia Secretary of State. A name may be reserved for up to 30 days for a fee of $25. This may be done online or by written request. To check a preferred name for availability and to reserve the name, access the Secretary of State’s website.
Georgia Trade Names
A trade name is similar to a “doing business as” (DBA) name. Although a trade name is not legally required it is a wise business practice. Georgia law requires that every person conducting business under a trade name who does not disclose the ownership of the business must file a trade name registration statement with the office of the clerk of superior court within the county in which the business is licensed. Notice of this filing must be published once a week for two weeks in the legal publication of the county in which the trade name is registered. Contact an attorney regarding compliance.
Georgia trade names are only applicable in Georgia and are not substitutes for a national trademark filing.
Step 2: Register your LLC with the State
Georgia Articles of Organization
Your Georgia LLC is formed by signing and filing Articles of Organization with the Georgia Secretary of State Corporations Division. You can also e-file the Georgia Articles of Organization. The Georgia Secretary of State staff will examine the articles for statutory compliance and will either approve the articles for filing or reject the articles with instructions on how to resubmit the document.
Georgia Registered Agent Information
Georgia requires that every LLC have a Registered Agent, which is an individual or a business entity the LLC appoints for the purpose of accepting service of process (lawsuit papers or legal documents) for the LLC. An LLC can appoint one of its members, a domestic corporation, or a foreign corporation having a certificate of authority to transact business in the state of Georgia, as the registered agent. Many business entities use their attorney for this service. The registered agent’s address must be a street address in Georgia, and the agent must be located at that address. A post office box or “mail drop” may not be used as the registered agent address.Read more about Registered Agents →
Step 3: Create and Sign the LLC’s Governing Document
The governing document for an LLC is called the “company agreement” or sometimes the “operating agreement”. The company agreement is to an LLC like a partnership agreement is to a partnership (or bylaws to a corporation). The company agreement governs the internal operation of the LLC and is typically a private document that is kept in the company book and the principal place of business (it is NOT filed with the state). The company agreement can address many issues, some of the more common concepts found within a company agreement are:
- Limitations on the members liabilities
- The level of consent needed to take various actions (i.e. simple majority required to add new members)
- The percentage of the LLC that each member owns
- How profits and losses are allocated between the members (typically based on ownership percentages)
- Limitations on transferability
- What each member is contributing to the LLC and what happens is such contributions are not made.
- The authority of the members, officers, managers, committees, etc.
- How meetings are conducted
One of the reasons we recommend using an LLC formation company like IncFile is that they can provide you with a company agreement in connection with their LLC formation services.
Step 4: Get an EIN
After you form an LLC in Georgia, you can get the EIN. There are a few different ways to get an EIN:
- Apply Online Yourself: The IRS has an online EIN Application you can use to get an EIN. The turn around time on the EIN using this method is only a few minutes.
- Use Form SS-4: You can get an EIN the old fashion way by completing Form SS-4 and mailing or faxing into the IRS. How long does it take to get the EIN this way? According to the IRS: if you mail in Form SS-4, it will take 4-5 weeks to get your EIN. If you fax in Form SS-4 you should have the EIN back in a week if you provide a fax number or 2 weeks if you don’t have a fax number.
- Have a Third-Party Obtain: All of the LLC formation companies have the ability to get the EIN for you. The EIN obtainment charge varies by company, but it is generally between $50 and $100. If you get one of the higher priced packages, they will sometimes throw in the EIN for free.
Step 5: Get Licenses and Permits
After you create your new Georgia LLC, you’ll need to determine if your business/profession requires any licenses or permits to conduct business.Read more about Georgia Licensing and Permitting →
Registering a Foreign LLC in Georgia
If you have a non-Georgia LLC (aka Foreign LLC) and you are doing business in Georgia, you may need to register the Foreign LLC in Georgia. Each state has a different definition of “doing business”. In Georgia, the kinds of activities that would not constitute “doing business” are outlined in the Georgia Code, Section 14-11-702.
The filing fee for the Application for Certificate of Authority for Foreign LLC in Georgia is $225.