How To Form an LLC in Georgia in 7 Steps
Starting a limited liability company (LLC) in Georgia involves many steps including choosing a name for the LLC, appointing a registered agent, filing articles of organization, drafting an operating agreement, applying for an EIN and setting up business and tax accounts.
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Limited liability companies (LLCs) are a popular business structure among small businesses. Setting up a Georgia limited liability company is a great option for startup business owners looking to protect their personal liability and assets.
The step-by-step process to create an LLC varies depending on state laws, but all states require specific forms to be filed with a state agency to register your business. Typically, LLCs and other types of businesses are administered by some department within the Secretary of State.
7 Steps to Form an LLC in Georgia
Name Your LLC
If you want to start an LLC, you should take some time to sit down and make a list of business names you would like to use. The names that you come up with should be unique and descriptive. The name of the LLC is vital for branding and marketing, but there are also legal implications. You’ll need to make sure that the name you choose doesn’t violate any Georgia laws or naming guidelines. You can confirm that the LLC’s name complies with Georgia’s requirements under O.C.G.A. §14-11-207 by consulting the State of Georgia’s Business Name Standards.
For example, your business name must be distinguishable from other registered business names in Georgia. To check for your business name availability, you can conduct a name search on the Georgia Secretary of State’s website. Georgia’s Secretary of State also allows name reservation if you have a particular business name in mind but aren’t quite ready to register. Per O.C.G.A. §14-11-208, budding entrepreneurs can reserve their desired business name online, by mail, or in person for the Georgia state fee of $35.
Naming requirements may vary by state, but legal names should include the words “limited liability company,” “limited company,” or an abbreviation such as “LLC” in your business name. Do not include any words or phrases that imply that your business is affiliated with a governmental agency. Likewise, don’t include any words or phrases that indicate that your business is a financial institution if it’s not one.
Get a Registered Agent
Under O.C.G.A. §14-11-209, you must maintain a registered agent for your Georgia LLC. A Georgia registered agent acts as the official “mailbox” for your business. If you can’t think of an individual with a physical address in Georgia who could serve as your registered agent, you can use a registered agent service. For a fee, a registered agent service can be available to receive any service of process, documents, or other business communication on behalf of your LLC. The benefits of using a professional registered agent service include avoiding the possible service of lawsuits at your place of business and maintaining your privacy.
File Your Articles of Organization
You have to file articles of organization in Georgia to formally create a limited liability company. You may choose to handle your LLC filing online, by mail, or in person. The online filing fee is $110. The fee for filing by mail is $110. If you opt for online filing, visit the Georgia Secretary of State website. If you decide to file your Georgia articles of organization by mail, you’ll need to include the transmittal information form. Under O.C.G.A. §14-11-203, you should provide the following information:
- LLC’s name and business address
- Name and address of the person filing the articles of organization
- Names and addresses of all of the organizers
- Registered agent’s name and address
If you want to register in person, visit the office of the Georgia Corporations Division in Atlanta, Georgia. Business days are Monday through Friday, and business hours are from 8 a.m. to 5 p.m.
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Draft an Operating Agreement
An LLC operating agreement typically contains provisions relating to business ownership and the rights and responsibilities of each member of the organization. Georgia does not require LLCs to have an operating agreement, but it is a helpful document for governing your business. Also, banks or other lending institutions may require one before they do business with you.
Get an EIN
Your LLC may need to be assigned an Employer Identification Number (EIN) for tax purposes if your business will have employees. Much like a Social Security number, this is used to identify your business entity. The Internal Revenue Service (IRS) assigns these numbers for federal income taxes, and you can apply for one for free on the IRS website. You’ll most likely need an EIN to file tax returns and open bank accounts for your LLC.
Set Up Business and Tax Accounts
Depending on your LLC’s type of business, you might also need to register for one or more tax types to obtain required state tax ID numbers, licenses, and permits. LLC owners can get information about Georgia state tax types by visiting the Georgia Department of Revenue.
It’s essential to keep your personal and business funds separate. A separate bank account for your business assets will also make accounting and tax preparation easier. Be prepared to provide your EIN when you open your bank account.
It’s also a good idea to get a credit card or debit card dedicated solely to your business. This will help you maintain the separation between business and personal funds you need. Failure to keep this separation could result in a creditor’s ability to reach your personal assets.
Check for Additional Federal or State Requirements
Check state and federal websites to determine if there are any specific rules for your business. For example, some LLCs may have to file a Beneficial Ownership Information Report (BOIR) with FinCEN. Under current law, LLCs created in the United States are “domestic reporting companies” and are exempt from the BOIR requirement.
However, laws may change, so stay up to date with state and federal requirements.
Business and Tax Requirements in Georgia
Depending on your LLC’s type of business, where you do business, and how many employees you have, your LLC may be subject to various state business taxes. You should consult with the Georgia Department of Revenue to find out the tax requirements for your business.
State Business Tax
LLCs that do business or own property in Georgia or receive income from Georgia sources must file a state income tax return. You can file your business income tax return electronically, by paper, or hire a tax professional to do it for you.
State Employer Tax
If your business has employees, you will also register for a withholding payroll number. You are not required to renew this registration as long as your employees are subject to Georgia income tax withholding.
Sales and Use Tax
If your business involves the sale of goods, you need to register for a sales and use tax number and certificate of registration. If the ownership or structure of your business changes, you must renew this registration.
Business Licenses and Permits
In Georgia, businesses are not required to have a general state business license. Your LLC is registered or “licensed” to do business in the state upon the filing and approval of your articles of organization with the Georgia Secretary of State. However, your business does need to apply for a business license in the city or county where it is located. You should contact your local city or county government to obtain a business license for your LLC.
Registration in Other States
If you want to operate your business in another state, you’ll probably be required to register as a foreign LLC in that state. You may also need to provide proof of your LLC’s good standing in Georgia.
Annual Requirements in Georgia
Instead of an annual report, you must file an annual registration every year your LLC is in business with the Georgia Secretary of State online or by mail. The annual registration fee is $60. If you fail to comply, your business may be revoked or dissolved by the Secretary of State. You should also renew your local county or city business license and pay the applicable fees. Typically, this amount is calculated according to your LLC’s income for the previous year.
Georgia LLC Formation FAQ
The cost of operating an LLC in Georgia varies depending on the type of business you conduct, the kinds of licenses or permits you must have, and the taxes, fees, or other expenses that apply to your business. A list of common filing fees for LLCs in Georgia can be found on the Secretary of State’s website.
When you first register your business, you are required to pay a $110 fee to file your articles of organization if by mail. If filing the articles of organization online, the fee is $110.
Every year your LLC remains in business, you must pay an annual registration fee of $60. If you do not file your annual registration by the April 1 deadline, you’re required to pay a $25 late fee. Additionally, you will pay business licensing fees charged by the county or city in which your LLC’s primary place of business is located. These vary depending on your LLC’s profits, business type, and location.
Single-Member LLC: Single-member LLCs (SMLLC) are limited liability companies with only one owner/member. This individual is responsible for running the business and paying its taxes. Individuals operating their business as a sole proprietorship often decide to make the transition to a single-member LLC in order to protect their personal assets and avoid personal liability.
Multiple-Member LLC: In Georgia, an LLC can also be owned by one or more members who can manage the business. Alternatively, members can also choose other individuals who may or may not be LLC members to manage the business.
Professional LLC: Healthcare and legal professionals such as doctors or lawyers often open their own businesses as professional LLCs (PLLCs). However, Georgia does not include an option for filing a PLLC. Instead, Georgia law allows professionals to create a traditional LLC, professional corporation, or professional association.
To form an LLC in Georgia, you must file articles of organization to register your business. Your articles of organization are considered a type of charter document that verifies your LLC’s legal formation. They can be required to open a business bank account, apply for a loan, or otherwise show your LLC’s validity in Georgia. If you need your articles of organization, you should have a copy from your initial filing. You can also request a certified copy from the Secretary of State for a $10 fee.
In Georgia, instead of a certificate of good standing, you can use a certificate of existence to verify your LLC is properly registered and has complied with all the state’s requirements. You may be asked to provide your certificate of existence if you are trying to secure financing for your business or want to register it as a foreign LLC in a different state. You can request your certificate of existence from the Secretary of State online for $10 or by paper for $20.
To form an LLC in Georgia, you should:
- Choose a valid business name
- Select a registered agent
- Have a valid email and principal office address
- File articles of organization and pay the filing fee
- Apply for a business license with your local city or county
There are certain advantages to forming an LLC. You can have limited liability protection for your assets and flexibility regarding how your organization is taxed. If you have a sole proprietorship or partnership and are interested in these benefits, you might want to consider LLC formation.
Every year you must file your annual registration with the Secretary of State and pay the fee. You also have to renew your local city or county business license and pay their fees each year. You should be sure to report and pay any federal, state, or local taxes as well.
No. In Georgia, instead of a certificate of organization, you are required to file articles of organization to form an LLC in the state. You are not required to have an operating agreement for an LLC in Georgia. An operating agreement is an optional internal document that establishes policies and procedures in writing for your business. It does not need to be filed with the state and is for the LLC’s members.
Yes. If your business operates under a trade name that is different from its registered name, you can file a DBA (“doing business as") with the county clerk of superior court where your LLC is located. Before filing your DBA, confirm the name you want to use is available by searching the county trade name records from the Clerk of Superior Court.
You might need to get business licenses or permits for your LLC, depending on the type of business you’re operating. In the state of Georgia, business licenses are handled by the county or city where your business is located. Contact your local chamber of commerce to learn more about business licenses in your county.
You can register your LLC online by visiting the Secretary of State’s online services page. Be prepared by gathering the information you need:
- Name of your LLC or the name reservation number
- Name and address of the person filing your LLC
- Valid email address
- Mailing address of the LLC’s principal office
- Name and address of the registered agent
- Name and address of each organizer (if applicable)
- Any optional provisions you want to add to your articles of organization
- Form of payment for registration fee
The Georgia Secretary of State’s physical address is:
Office of the Georgia Secretary of State
214 State Capitol Atlanta, Georgia 30334
The mailing address is:
Office of the Georgia Secretary of State
2 MLK, Jr. Drive
Suite 313 Floyd West Tower
Atlanta, Georgia 30334-1530
You are required to maintain a registered agent in Georgia. A business entity cannot be its own agent so you can designate a registered agent service to receive any service of process, legal documents, or other official communication on behalf of your LLC. The registered agent’s address must be a street address in Georgia, and the agent must be located at that address.
An LLC formed under the laws of Georgia and accepted by the Georgia Secretary of State is a domestic LLC.
For your LLC to do business in another state, you must register as a foreign LLC in that state, usually by submitting an application to the Secretary of State there. You will likely have to confirm your LLC’s good standing in Georgia by providing your certificate of existence. You will also be required to pay that state’s fee for registering as a foreign LLC.
LLCs that were first formed in another state can also operate in Georgia by registering as a foreign LLC with the Georgia Secretary of State. If your LLC was initially formed in another state, you can do business in Georgia by registering your foreign LLC online with the Georgia Secretary of State’s online services page. Or you can apply by mail or hand delivery for a certificate of authority to transact business as a foreign LLC in Georgia. The filing fee is $225 (plus a $10 paper filing service).
If you want to voluntarily dissolve your LLC, you should complete and file a certificate of termination form with the Georgia Secretary of State. There is a $10 service charge for filing in person or by mail and no fee for filing online. The certificate of termination must be signed by a member, manager, or organizer. If the LLC does not have members or managers, it must be signed by a court-appointed fiduciary or attorney-in-fact.
An anonymous LLC does not disclose LLC members’ names in their articles of organization. The only states that permit anonymous LLC formation are Delaware, Nevada, New Mexico, and Wyoming. If you would like to protect your privacy while getting your business up and running, use a professional registered agent service to receive your service of process.
Disclaimer: The information presented here does not constitute legal advice or representation. It is general and educational in nature, may not reflect all recent legal developments, and may not apply to your unique facts and circumstances. Consider consulting with a qualified business attorney if you have legal questions.
How to Start an LLC in Other U.S. States
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