Establishing a limited liability company (LLC) in Georgia provides business owners with the advantages of limited liability protection and the flexibility of a partnership or sole proprietorship. This guide presents a detailed overview of the essential steps involved in forming an LLC in Georgia, along with associated costs for each stage of the process.
Step 1: Select a Name for Your LLC
Select a unique name for your Georgia LLC, adhering to the state's naming requirements. The name must include one of the following terms: "Limited Liability Company," "LLC," "L.L.C.," "Limited Company," "LC," or "L.C." Abbreviations such as "Ltd." for "Limited" and "Co." for "Company" are acceptable. Ensure your chosen name is distinguishable from existing business entities in the Georgia Secretary of State Corporations Division's database. You can reserve a name for 30 days online or by filing a Name Reservation Request form, accompanied by a $25 fee.
Using a Fictitious Business Name:
You have the option to operate your LLC under a fictitious business name, commonly known as a trade name or "doing business as" (DBA) name. Register your fictitious name with the Clerk of the Superior Court in the county where your LLC's principal office is located. Visit the Georgia Superior Court Clerks' Cooperative Authority website to find the appropriate clerk's office. The registration fee is determined by the respective clerk's office.
Step 2: Designate a Registered Agent
Every Georgia LLC must designate a registered agent to accept legal papers on its behalf. The registered agent can be an individual resident or a business entity authorized to conduct business in Georgia. It is essential for the registered agent to have a physical street address in Georgia.
Step 3: File Articles of Organization and Transmittal Form
Create your Georgia LLC by submitting Articles of Organization to the Georgia Secretary of State Corporations Division. The articles should include the LLC's name and the signature of an organizer, member, manager, or attorney-in-fact. The filing fee for the Articles of Organization is $100. You can file online or by mail.
If filing by mail, include a completed Transmittal Information Form Georgia Limited Liability Company (Form 231). The form should contain the LLC's email address, name and name reservation number (if applicable), the filer's name and address, the LLC's principal mailing address, the registered agent's name and address, and the names and addresses of all organizers.
Step 4: Create an Operating Agreement
Although not mandatory in Georgia, it is highly recommended to create an LLC operating agreement. This internal document establishes how your LLC will be managed, outlines the rights and responsibilities of members and managers, and helps preserve your limited liability by demonstrating the separate entity status of your LLC.
Step 5: Get an EIN
If your Georgia LLC has multiple members or employees, obtain an Employer Identification Number (EIN) from the IRS. Single-member LLCs only need an EIN if electing to be taxed as a corporation or hiring employees. Apply for an EIN online through the IRS website. No filing fee is required.
Step 6: File Annual Registrations
All LLCs conducting business in Georgia must file an annual registration with the Secretary of State and pay a $50 filing fee. The initial registration is due between January 1 and April 1 of the year following the LLC's formation. Submit the registration online.
By following these comprehensive steps, you can successfully form an LLC in Georgia. Remember to fulfill all the necessary requirements, such as choosing a unique name, designating a registered agent, filing the Articles of Organization, preparing an operating agreement, obtaining an EIN if applicable, and filing annual registrations. It is advisable to consult relevant resources and legal experts for guidance throughout the LLC formation process.
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