Georgia LLC
Georgia LLCs are perfect for new businesses looking for a simple and affordable way to protect their assets. Read more about LLCs here.
$100
Filing fees
$25
Name reservation fees
$50
Annual registration fees
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Why we like StartGlobal?
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Willy Justin
Founder, Statepedia
StartGlobal: Legal + Taxes + Bookkeeping for solopreneurs
Product
For small businesses, managing taxes, accounting and everything legal is just a pain. Nobody wants to do it, but they have to. Instead of working with CPAs, attorneys and others separately, Start brings all of them under a single subscription. It’s just smooth.
Team
I know the team behind StartGlobal very well. It’s a very hardworking group of individuals who are genuinely passionate about small businesses. They are backed by successful founders like Balaji Srinivasan, Biz Stone(Twitter) and others.
Price
Getting a CPA or attorney is a matter of thousands of dollars. It’s just unfair to pay so much when you’re a small business. Start has a single subscription that covers it all. It is a definite money saver.
$599 one-time
What is an LLC?
Limited Liability Company
LLC is a business entity in the U.S that provides limited liability to its members. It has characteristics from both corporation and sole proprietorship. LLCs are permitted under State statutes of each US state.
Limited liability
Personal assets are protected for people with limited liability when they are sued.
Corporation
A business entity that can issue shares and give limited liability to shareholders.
Members
Owners of an LLC are referred to as members. They own membership interest in the LLC.
Sole proprietorship
Where an individual engages in business activity without formal organization.
Types of LLC
Depends on the number of members and whether it has elected to change its IRS classification.
Single-member LLC
Has only a single member. IRS considers it as a sole proprietorship for tax purposes.
LLC as C-corp
Owners of an LLC are referred to as members. They own membership interest in the LLC.
Multi-member LLC
Has two members. IRS considers it as a partnership for tax purposes.
LLC as S-corp
A special election for a maximum of 100 US shareholders.
Actions
The following are common actions taken by Georgia LLCs. Click on any of the actions below to read the steps:
How to add a Georgia LLC member?
Follow these 6 steps:
1. Check your operating agreement
If you have an operating agreement, check the procedure for adding a new member. Follow the voting and transfer procedures accordingly.
2. Default Georgia provisions
If you do not have an operating agreement, you will have to follow the Georgia’s default rules as mentioned in Code of Georgia (§ 14-11-505)
According to the default provisions, all the existing members of the LLC must vote and consent to add a new member.
3. File Articles of Amendment if necessary
If your articles of organization does not contain names of the members, then you do not have to file this amendment.
If your articles of organization contains the names of the members, then you will have to file Articles of Amendment to update the names with the State. Filing it online on Georgia Corporations Division Online Services might not be possible. In that case, you can mail it to the Secretary of State.
Filing fees
$30
Address
Secretary of State
Corporations Division,
2 Martin Luther King Jr. Dr. SE
Suite 313 West Tower, Atlanta, Georgia 30334.
4. Get EIN if necessary
Some single-member LLCs don’t require an Employer Identification Number (EIN) from the IRS. If you were one of these, now you will require one after you add a new member. If you already had one, you don’t have to do anything now.
5. Update Responsible party with IRS
If you want the new member to be the responsible party with the IRS, then you have to file Form 8822-B with the IRS within 60 days of the change. However, if you’re not changing the responsible party, you don’t have to file this.
Notify within
60 days
6. Update your operating agreement
Amend your operating agreement to include the names and details of the new member.
Entity name
Every LLC should have a unique name in Georgia. Georgia maintains a list of names of entities in the state. Go through it to check if your chosen name is available.
Search for names
Go to the official website of the Georgia business search tool to see if the name you want is available.
Searching fee
Free
Reservation
You can reserve a name for your LLC for a specific duration by paying reservation fees to the Georgia corporations division. You will have to file your LLC formation documents within this period to keep the name. Alternatively, you can directly go ahead with the LLC formation without any reservation. That's fine too.
Reservation fee
$25
Reservation period
30 days
LLC naming guidelines
The name you choose for your LLC must the official naming guidelines.
O.C.G.A. §14-11-207
Visit
Here are some of the guidelines in simple language:
- 1
Must contain the words "limited liability company" or "limited company" (it being permitted to abbreviate the word "limited" as "ltd." and the word "company" as "co.") or the abbreviation "L.L.C.", "LLC", "L.C." or "LC".
- 2
Don’t include terms that indicate that you are doing an activity that you are not authorised to do.
- 3
Your name should be ‘distinguishable’ in the Secretary of State records. Adding a punctuation or ‘the’ does not make it distinguishable.
- 4
Don’t use words that makes it seems like you are a governmental entity or has an affiliation.
Operating agreement
Operating agreement is an internal business document that outlines the general rules and policies of the LLC.
Importance
It is not a legally mandatory document. However, it is recommended to have one since many courts, banks and financial institutions use it for verification. It is also nice to clearly outline the duties and relations between multiple members of an LLC—so you avoid any confusion in the future.
Format
There is no ‘required’ format for an operating agreement. You can include anything reasonable in it. In general, it has the following sections:
Basic Business information
Contains name, address, names and details of members, purpose
Member relationship
Contains membership interest, decision making process, powers, duties.
Membership transfer
Contains details on how to add or remove members and managers.
Accounting and tax
Contains details on how company records and distributions are maintained.
Dissolution
How to dissolve, wind up and terminate, due process to follow and exceptions.
LLC Annual Registration
Every LLC has to file this report in Georgia to stay compliant with the state laws.
Filing annual registration (online)
Georgia LLC is expected to file this report annually by April 1
File it online on Georgia Secretary of State website
Visit
Online fee
$50
Online processing time
7 days
Expedited processing fee
+$100
Expedited processing time
2 days
Filing annual registration (mail)
Georgia LLC is expected to file this report annually by April 1
Mail transmittal form & Articles of Organization
PDF
Address
Office of Secretary of State
Corporations Division
2 Martin Luther King Jr. Dr. SE
Suite 313 West Tower
Atlanta, Georgia 30334
Mailing fee
$110
Processing time
15 days
Expedited fee
+$100
Expedited processing time
2 days
Failure to pay
Georgia assess a $25 late fees if you miss your filing deadline. It will dissolve your LLC within 2 years if you fail to file an annual report.
Registered agent
A registered agent is an agent of your LLC on whom any notice, process or demand may be served. Every LLC in Georgia needs to have a registered agent located in the state.
Requirements
According to Georgia Code § 14-11-209:
- 1
Registered agent can be an individual or an authorised organisation.
- 2
Registered agent must have a street address where they can personally receive service of process.
- 3
Office of Registered agent cannot be just a mailbox service of a telephone answering service.
Articles of Organization
In Georgia, Articles of Organization is the form you file with the Secretary of State to form an LLC. It contains the articles of formation for the LLC.
Filing Articles of Organization
There are a couple of ways to file
Address
Corporations Division 2
Martin Luther King Jr. Dr.
SE, Suite 313 West Tower
Atlanta, GA 30334
Online fee
$100
Online processing time
5 - 7 days
Mailing fee
$110
Mail processing time
2 weeks
EIN
An Employer Identification Number, also known as Federal Tax Identification Number, is used to identify a business entity.
Who must have an EIN?
Single member LLC elected to be taxed as C-corp or S-corp
Single member LLC with an employee
All multi-member LLC
Business license
Some businesses need to get business licenses to operate in Florida. Businesses dealing with physical products often need registration.
Sales and use tax permit
To collect, accrue and remit taxes, you may need to register your entity and get a sales and use tax number.
How to get sales and use tax number?
You can register it online through Georgia Tax Center
Fee
$0
Other licenses
Depending on the type of business you run, you may require various kinds of licenses from the State and the county.
Visit Secretary of state licensing division to see the type licenses you may require.
Georgia Trademark
Georgia trademark registration helps protect a business’ name, logo, or slogan from use by another business in the state of Georgia.
Difference between trademark and service mark
Trademark identifies goods or physical products.
Service mark identifies tangible services.
Requirements for Georgia trademark registration
- 1
You should be using the mark in connection to your goods or services in Georgia before registering it.
- 2
Your mark must be different from other trademarks registered with Georgia and with USPTO.
LLC in Georgia
Similar to LLCs, there are other business entities that are considered by the businesses in Georgia.
Georgia Business search
Georgia LLC add member
Georgia LLC remove member
Page sponsorWhy we like StartGlobal?
My genuine thoughts
Willy Justin
Founder, Statepedia
StartGlobal: Legal + Taxes + Bookkeeping for solopreneurs
Product
For small businesses, managing taxes, accounting and everything legal is just a pain. Nobody wants to do it, but they have to. Instead of working with CPAs, attorneys and others separately, Start brings all of them under a single subscription. It’s just smooth.
Team
I know the team behind StartGlobal very well. It’s a very hardworking group of individuals who are genuinely passionate about small businesses. They are backed by successful founders like Balaji Srinivasan, Biz Stone(Twitter) and others.
Price
Getting a CPA or attorney is a matter of thousands of dollars. It’s just unfair to pay so much when you’re a small business. Start has a single subscription that covers it all. It is a definite money saver.
$599 one-time