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Entrepreneur’s Guide To Setting Up A Georgia LLC

Entrepreneur’s Guide To Setting Up A Georgia LLC

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Entrepreneur’s Guide To Setting Up A Georgia LLC

If you’re thinking of starting a business in Georgia, you may be thinking about how to form a Georgia LLC. While it can be intimidating to form an LLC for the first time, with our guide, you can learn how to form an LLC in Georgia without an attorney.

Related: Guide to starting a business in Georgia

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Steps to Form a Georgia LLC

Step 1: Choose an LLC Name

The first step in forming a Georgia Limited Liability Company is making sure the name you want is available. LLC names have to differ from other registered entity names in the state of Georgia. To do a Georgia LLC name search to make sure your name is available, the Secretary of State has an easy-to-use online name database.

In addition to making sure your name is available, there are a few name restrictions to be aware of. These include:

1. The legal name of the LLC must include one of the following at the end of the business name:

  • Limited Liability Company
  • Limited Liability Co.
  • Ltd. Liability Company
  • Ltd. Liability Co.
  • Limited Company
  • Limited Co.
  • Ltd. Company
  • Ltd. Co.
  • LLC
  • L.L.C.
  • L.C.
  • LC

2. Certain words may not be used in the name of an LLC without prior approval. Some examples include bank, credit union, insurance, assurance, indemnity, surety, fidelity, reassurance, reinsurance, college, or university.

3. The length of the name can’t exceed 80 characters, including spaces and punctuation.

If there is a name you want to use but are not ready to form the LLC, a name may be reserved for up to 30 days by submitting a Name Reservation Request form to the Georgia Secretary of State.

If you plan to use a different company name from the one that you register (perhaps you want to run multiple businesses under the LLC), you can file for a trade name (sometimes referred to as a fictitious business name, assumed name, DBA, or Doing Business As name).  To register a trade name, a Registration Statement form will need to be filed with the Clerk of the Superior Court in the county where the LLC operates out from.

You may also want to see if a domain name is also available to have a matching website address.

Step 2: Appoint a Georgia Registered Agent

Every LLC in Georgia is required to have a Registered Agent. A Registered Agent will act as a central point of contact to receive legal documents, tax notices, summons, subpoenas, etc., on behalf of the LLC.

The requirements to be a Georgia Registered Agent include either being a Georgia resident at least 18 years old or a corporate agent registered with the state of Georgia. The agent must also generally be available during normal business hours and have a physical address in the state.

While many LLC owners opt to fulfill this role themselves, some owners choose to hire registered agent services like Northwest Registered Agent. Utilizing a registered agent service ensures that your LLC adheres to state requirements while offering an added layer of convenience and confidentiality since the owner’s personal address isn’t disclosed in public records.

Related: What is a Georgia registered agent?

Step 3: File the Georgia Articles of Organization

The paperwork to create an LLC in Georgia is called the Articles of Organization. To file, either create a user account with the Georgia Secretary of State, Corporations Division, and register the LLC or download and mail the Georgia LLC Articles of Organization (Form CD030) and the Transmittal Form (Form 231).

Related: How to fill out the Georgia Articles of Organization

If mailing, send the form and a check or money order payable to:
Georgia Secretary of State, Corporations Division
2 Martin Luther King Jr. Dr. SE
Suite 313, West Tower
Atlanta, GA 30334

If you have questions, contact the Georgia Secretary of State, Corporations Division, at 404-565-2817 or http://sos.ga.gov/index.php/corporations

Tips for Filling Out the Georgia LLC Articles of Organization

When filling out the Articles of Organization, there are a few sections that can be difficult to answer when seeing them for the first time. Let’s go over a few of those sections.

Business purpose: This section is used to classify the industry or primary business activity.  If you choose to list your business industry, select a NAICS Code that matches the closest to what the business will do from the drop-down menu.

The NAICS (North American Industry Classification System) code is a six-digit number that classifies and categorizes different businesses.  This information is used in reporting statistical data for each of the industries in the U.S.  Remember this number, as you will need it when filing annual tax returns.  You can learn more about the NAICS number here.

If your business activities aren’t specifically listed but you want to answer, select the industry that is the closest or “Any Legal Purpose.”

Principal office: In this section, enter the street address, city, state, zip code, and country of the initial principal office. This address can be the LLC’s physical address, the address where the business records are kept, or the address of the Registered Agent. You may not use a PO Box for the principal office.

Effective date: The next area asks about the effective date of the LLC.  By default, the LLC is effective on the date submitted.  If you prefer the LLC to officially start at a later date (up to 90 days), enter that date in this field.

If you are worried about making a mistake when forming your LLC, or just don't want to deal with filling out state paperwork, an LLC formation service will help guide you through the process. My top recommended services include:

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What To Do After Starting A Georgia LLC

Once the LLC has been formed, there are a few additional steps to take care of. Below is a list of the most common tasks.

Prepare a Georgia LLC Operating Agreement

The operating agreement is a document that governs the framework of an LLC.  This document covers items like ownership rights, member (LLC owner) responsibilities, how profits and losses are distributed, and more.

Most states (including Georgia) do not require an LLC to have an operating agreement, but it is still worth considering. Without an operating agreement:

  • The LLC could be subject to generic state rules that may be detrimental in the event of a lawsuit.
  • Member’s personal liability protection may be diminished.
  • LLC members may not fully understand their roles and responsibilities, which could lead to costly disputes in the future.

Related: Georgia operating agreement template

Obtain an EIN

If the LLC will hire employees or is owned by more than one member, an EIN is required. 

The EIN or Employer Identification Number (also referred to as a Federal Employer Identification Number, FEIN, or Federal Tax ID Number) is a unique 9-digit tax identification number assigned to a business by the Internal Revenue Service (IRS). Similar to a social security number for an individual, the EIN identifies business entities for tax purposes.

Related: How to apply for an EIN

Open an LLC Bank Account

Opening a bank account for your LLC is important for liability protection as the account separates the business’s funds from the member’s personal funds.

Several documents will be needed to open a business bank account, such as:

  • A banking resolution is a document that authorizes the members to open a business bank account on behalf of the LLC.
  • Copies of the certificate of organization paperwork from the state showing the creation of the LLC (or Certificate of Authority if a foreign LLC).
  • Government ID of the member(s).
  • Depending on the LLC’s age, a Georgia Certificate of Good Standing may be needed to prove the LLC is active and in good standing with the state.

Apply for Business Licenses and Permits

Depending on what your business does and where it is located, various business licenses and permits will likely be needed. Some common registrations include:

  • Business license: There isn’t a general statewide Georgia business license, but some cities require businesses to obtain licensing to operate.
  • Professional license: In Georgia, certain types of businesses need to register, such as barbershops, accountants, salons, and others.
  • Sales tax permit: A sales tax permit from the Georgia Department of Revenue is necessary to sell products and certain services in the state.

Related: What business licenses are needed in Georgia?

File the Georgia LLC Annual Registration

LLCs are required to file an annual registration (called an annual report in many states) with the Georgia Secretary of State, Corporations Division.  The cost for this is $50 each year, and will be due between January 1st and April 1st of the year following the formation of the LLC. The annual report updates ownership information and other details.

Related: How to file a Georgia Annual Registration

File the Beneficial Owner Information Report

Beginning in 2024, any individual who owns at least 25% or has “substantial control” of an LLC or corporation in Georgia or any other state must file the Beneficial Ownership Information (BOI) form with the Financial Crimes Enforcement Network (FinCEN). BOI reports are filed electronically through FinCEN’s website.

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Georgia LLC FAQs

How much does a Georgia LLC cost?

The Georgia Secretary of State’s filing fee for an online filing is $100, while forms sent by mail will cost slightly more.

Is there an annual fee for an LLC in Georgia?

Yes – Each year LLCs will need to file the Annual Registration and pay the $50 annual fee.

How long does an LLC take to process in Georgia?

It normally takes 7-10 business days for an LLC to be approved in Georgia for online filings and 2-3 weeks for mailed-in filings, though for an additional fee, expedited processing is available.

What is a Foreign Limited Liability Company?

An LLC that is physically operating in states outside of where it was formed. Physically operating means having a presence, such as having an office or employee. The LLC will need to register as a foreign LLC in each state where it plans to operate.

Related: What is a foreign LLC?

What is a Professional Limited Liability Company?

Businesses that require state licensing, such as accountants, attorneys, podiatrists, physical therapists, acupuncturists, etc., often must file as a Professional Limited Liability Company (sometimes referred to as a Professional LLC or PLLC) instead of an LLC. Filing for a PLLC is very similar to that of an LLC.

Learn more about a professional LLC

Author

  • Greg Bouhl

    With over two decades as an entrepreneur, educator, and business advisor, Greg Bouhl has worked with over 2,000 entrepreneurs to help them start and grow their businesses. Fed up with clients finding and acting on inaccurate and outdated information online, Greg launched StartUp101.com to be a trusted resource for people starting a business.

Entrepreneur’s Guide To Setting Up A Georgia LLC

Entrepreneur’s Guide To Setting Up A Georgia LLC

2 Responses

  1. When a member of a Georgia simple LLC( non S or C corp) wants to leave the LLC, is there a specific form that needs to be filed with the SOS corporations division or does it only have to be documented and handled through the LLCs operations agreement and documents on the LLCs corporate records.

    1. As I understand it (I’m not an attorney, so you should verify), but unless it’s otherwise stated in your operating agreement, a member can withdraw from an LLC by giving a written notice at least 30 days in advance of leaving. https://law.justia.com/codes/georgia/2010/title-14/chapter-11/article-6/14-11-601.

      Since members aren’t required to be listed with the Secretary of State, I don’t believe there is a form that has to be filed.

      I hope this helps!
      Greg

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