The business environment in many US states doesn’t stay still and keeps transforming, thus, giving entrepreneurs to-be more and more opportunities for establishing their enterprises. The same is true for Georgia. The economy of this state has grown over the recent years, and it currently welcomes new businesses. Are you one of those aspiring beginner businessmen planning to launch a Georgia LLC to build your venture in this state? If so, you’ve come to the right place. Whatever questions you have in your mind about forming an LLC in Georgia, you’ll find an answer here.
In our article, we’ve collected every bit of info you need to know about LLCs:
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Similar to individuals, legal entities need to be named. Unlike with persons, though, naming a company is somewhat different. Though it’s still up to you what moniker you are going to choose, there are certain “dos” and “don’ts” you can’t neglect when naming a company. Otherwise, your LLC registration will be declined by the state. Naming rules are not numerous, yet each state has a few regulations in this area, and Georgia is not an exception. Here, the process is guided by Section 14-11-207 of the Georgia Code.
When selecting a name for your Georgia LLC, you should take into account the following state requirements:
The name “Georgia Pet Shop, LLC” is not distinguishable from “Georgia Pet Shops, Inc.” To get it approved by the state, you’ll need to introduce some more words or change some of the words. For example, “Robert’s Pet Shop, LLC” will be acceptable.
While meeting the naming rules is important from the legal point of view, for you as a businessman, it’s essential to invent a moniker that will work for your company and be beneficial for your business. The state code also has rules about what shouldn't be in a company name:
No matter how hard you try to invent an LLC name that will speak for itself, it’s the Secretary of State that has a final word over it. To put it differently, even a catchy, memorable, and really cool name version could be rejected for being non-unique. It will mean the name you’ve chosen for your company looks or sounds similar to one of the business names already registered in the state. This fact is a lawful reason to decline your LLC formation application. More than that, you’ll hardly want to be confused with any of your competitors.
To avoid such situations, we suggest that you check the name availability in the state of Georgia first. This way, you’ll make sure you get a one-of-the-kind moniker for your newly formed LLC. Besides, checking a business name is quite easy in Georgia. The state has created an extensive and comprehensive company database, which is constantly updated with newcomers. And to search through that base will cost you nothing. Meanwhile, the search will reveal the similarities between your prospected name version and those already existent company names in mere minutes.
To ensure your name version will be accepted, we recommend that you check not only a full name but also the keywords that will let you detect all possible variations.
Should you need to register a license or obtain any permissive documents to conduct your business, do a thorough name search and make sure your company name is fully compliant with all corresponding state regulations.
Today, the state laws create the most favorable conditions for business development and give newly formed enterprises all chances to flourish. While a limited liability company is one of the easiest business forms to set up and maintain, you can also use different names for it if necessary. Thus, a registered name under which your company is legalized should remain unchanged. On the other hand, when it comes to marketing and promotion, you’ll get much more freedom. Similar to other states, in Georgia, you can use a fictitious, assumed, trade, or DBA (doing business as) to introduce your business to the market.
To use a fictitious name, you’ll have to register it with the state. Otherwise, it won’t be eligible. Meanwhile, DBA registration is a pretty straightforward standard procedure. Regulated by Section 10-1-490 of the Georgia Code, DBA filing is to be approved by the superior court of the county you are going to operate in, i.e. locally. You are to submit a generic statement form containing basic LLC info and publish a notice of your DBA registration in a local newspaper for two weeks in a row.
Filing a DBA in Georgia is not free of charge. You’ll have to pay a fixed rate of $15. We must admit, though, that this fee is rather symbolic
Once registered, a DBA name will be assigned to your company until any changes occur in your LLC membership structure. Should you expel existing members or accept some new ones, get ready to renew your DBA registration.
On the other hand, the benefits your business gets with DBA are hard to underestimate. You can extend your activity to other states without the need to form a new LLC each time or launch different product lines and host several brands under the roof of a single LLC. You can grow your business and level it up without making your legal structure too complex. Since you are entitled to register as many fictitious names for an LLC as you need, your opportunities are almost endless. Just hire a separate accountant for each business area to keep an eye on cash flows and hold everything under the control of one LLC.
When a company name is picked and checked, a registered agent appointment is a next step you should take on the way to your Georgia LLC. It’s a law requirement, so take it seriously. Under sections 14-11-209 and 14-11-1108 of the Georgia Code, a registered agent is the one to handle your legal mail and the only one to receive and process lawsuit papers. In other words, should your company become a part of the suit, the claimant is to hand in all related documents to the registered agent. If you fail to assign one for your Georgia LLC, chances are great you’ll lose the lawsuit since the papers won’t be delivered.
Apart from services of process, a registered agent will receive and process the rest of your official mail to get an LLC in Georgia including but not limited to government notifications, filing forms, legal requests, tax reminders, etc. Not only will a registered agent receive all mail on time but also he or she will timely inform you of its receipt so that you don’t miss anything important. In brief, a registered agent is an official LLC representative and a contact point between your company and state authorities. Given its functions, this role is a part and parcel of your business state compliance. Taking care of your crucial business correspondence, it will help you catch up with essential deadlines and regulatory requirements, thus, being in good standing with the state.
Registered agent companies come in numbers today. Some of them are good while others might leave something to be desired. In our Best Registered Agents review, you’ll find services that hit the top lines in popular ratings and have a lot to offer to their clients. Most of them won’t cost you more than $100 a year to hire.
The state of Georgia doesn’t impose any strict limitations on registered agents. Any adult resident of the state or a legal entity registered and operating in the state can perform this function for your LLC. Many startuppers often choose to serve their own registered agents. They seek to save on paying for this work to somebody else and consider it a more reliable option since no one will have access to your confidential business mail.
More experienced entrepreneurs and bigger companies, on the other hand, rather delegate this role to third parties. Most often than not, they hire specialized Georgia registered agent services to handle all the mailing hassle.
Which is a better option? Well, we are inclined to think that a hired registered agent is a more efficient alternative. And there are several reasons that sound quite convincing:
Actually, this is the very step that “gives birth” to your Georgia LLC as a legal entity. The Articles of Organization are a sort of your business passport identifying your company as an eligible legal structure registered and existing in compliance with the relevant state laws.
The Georgia statute won’t throw at you a whole list of requirements to match when registering the Articles of Organization to form your LLC. In fact, the whole procedure is fairly simple. You just need to submit the document to the Secretary of State and get it approved. At the same time, it’s not worth underestimating the importance of this doc. Without the Georgia Articles of Organization registered by the state and made a part of public records, your LLC has no legal power. Simply put, it doesn’t exist. So, make sure you do everything right and file a duly executed document.
You can either file an LLC on your own or entrust this task to one of the LLC services, thus avoiding the hassle and paperwork of DIY filing. Modern LLC companies allow you to place an order online from anywhere. In the meantime, they offer turnkey services and open an LLC in a set-and-forget manner. If this option is of interest to you, in our Best LLC Services article, you’ll find detailed reviews of the top LLC companies to choose the one that will best suit your needs.
If you choose a DIY formation route, you wonder what the Articles of Organization should include. This issue is regulated by Section 14-11-204 of the Georgia Code. To be fair, Georgia is one of the states that are not demanding about LLC formation docs. By nature, this document is quite generic and contains basic company info such as:
To further facilitate this task, you can use one of the ready-made templates downloadable under Form CD030 and Form CD 231 on the state department’s official website.
Each US state has a fixed fee for LLC registration. You’ll pay for the Secretary of State to review and approve your formation documents. Notably, those fees greatly vary by state and might fall anywhere between $40 and $500.
Georgia hits the midground in this concern. The filing fee in this state is $100 for online submissions and $110 for applications sent in paper form.
In Georgia, all paper applications to the Secretary of State, be it free or payable filing, will charge an extra $10 for processing.
How fast the state will consider your formations documents and approve your Georgia LLC establishment directly depends on how you file the Articles of Organization. Thus, online filings will be processed within 7 workdays while mailed applications will take more time and will be reviewed within 15 workdays.
Many states provide expedited filings and Georgia is one of them. If you seek to speed the whole process up, there are three options to match different needs:
Though expedited filing prices are not the most affordable out there, the options you’ll get provide good flexibility and will let you set up an LLC nearly in a blink of an eye, which might be a real saver for certain business situations.
While the Articles of Organization is rather a standardized document proving your LLC formation, you might wonder how your LLC will be governed and regulated further on. Normally, it’s the state code that sets forth common rules for LLC operation. And we must admit that the Georgia Code is quite exacting in this concern. In Chapter 13 of Article 3, you’ll find:
However, all those rules are pretty common and are made to be applicable to any LLC, without taking into account any peculiarities of your individual business situation. These are so-called default laws created to support an LLC structure after formation.
The Georgia Code allows the Articles of Organization to function in the same way as an Operating Agreement. The trick here, though, is that any changes to formation documents require state registration. Not only is it payable but also it will take time and effort. Besides, should there be any conflict between the rules stipulated in the Articles of Organization and those set forth in an Operating Agreement, the Georgia law will give preference to your formation doc. Hence, we recommend that you don’t include any operating rules in the Articles of Organization and use only an Operating Agreement to avoid the legal hassle.
Meanwhile, most likely than not, you’ll want to manage and run your business your way. And this is where an Operating Agreement will come into play. This document is a company bylaw and is not a legal requirement in most US states including Georgia. Yet, it has a priority over default state laws and serves as the perfect business management and operation tool tailored to your needs.
LLC members agree on how they will operate their entity and an Agreement reflects their covenants in detail. The points covered by the documents are usually as follows:
All in all, an Operating Agreement is a code of conduct for daily LLC operations that will help run business in the most efficient manner while avoiding conflicts and disagreements between its co-owners. Besides, this document needs no state registration, so amending it is simple and is just subject to members' consent.
Tax requirements are quite clear and strict both for individuals and for businesses. To file your personal taxes and let the state authorities identify your tax returns, you need a social security number (SSN). Likewise, for LLCs to file taxes and become visible on the legal map, they need to get some sort of tax identifier, which is an Employer Identification Number (EIN) or a Federal Tax ID.
Though not all LLCs need an EIN straight away, getting one right after formation won’t go amiss. If your LLC has multiple members or you plan to hire employees, you already need an EIN. Besides, if you want to register for some types of taxes, get some sorts of licenses, or choose a corporate tax status, you’ll need an EIN too.
Anyway, obtaining this number is as easy as it might get. All you’ll have to do is to fill in an online application form on the IRS website and receive your number in a matter of minutes. That’s it.
To properly maintain your Georgia LLC in the long run, there are a few more aspects you need to take care of when the formation process is over.
Why do I need a business bank account while I can use my personal checking account for business transactions as well? That’s a question many beginner entrepreneurs ask themselves. And quite a few of them really choose to use their individual accounts for business. Well, it’s a huge mistake. Here is why.
The biggest benefit of an LLC structure is limited liability protection that shields your personal assets against any business liabilities. However, this protection is subject to a clear line between your company’s funds and those of your own. Using the same bank account for all transactions, in the eyes of the law, you treat your business assets as your own and can be held liable for business obligations with your personal money.
By opening a dedicated checking account for business purposes only, you will further enhance your corporate veil and give your individual property yet another layer of legal protection. To add more, you’ll make accounting a lot easier since your personal and business incomes and expenses won’t be mingled. Finally, a separate business bank account gets more trust and loyalty from financial institutions that will be more eager to provide credits and loans if you need them.
While an LLC provides legal protection to you, you also need to get some extra protection from your company. We are talking about business insurance to give your entity an added shield in certain situations that might occur in the course of activity.
There are different types of insurance provided for businesses that depend on the type of activity your run, the industry your LLC operates in, the assets you engage for business, and so on.
The most common insurance types that might be appropriate for an LLC include:
Keep in mind that LLC members are exposed to the workers compensation insurance too. In this concern, they are treated as company employees.
To keep your newly formed Georgia LLC in good standing with the state, you’ll have to observe several state requirements.
The good news is that the state of Georgia doesn’t set forth business licensing requirements at a state level, i.e you don’t need to get a general business license for your LLC to operate in the state. However, municipal and county rules differ in this concern. So, it’s advisable that you thoroughly check with your local government what kinds of licenses and permits you need to avoid law problems.
On top of that, there is a whole list of specific licenses your LLC might be exposed to. Hence, doing detailed close licensing research with your governing body is a must. Otherwise, you might face penalties and fines for running your business without a certain license.
By default, all LLCs are treated as pass-through entities when it comes to income taxes. It means company income taxes are charged and payable on personal tax returns of LLC members.
However, your LLC will have to pay some other taxes as well such as sales tax, unemployment tax, excise tax, and others. To get a full list, you should register your LLC with the Georgia Department of Revenue and Georgia Tax Center.
Annual reports help state governments keep company data relevant and up-to-date. Georgia law calls LLCs to file annual reports within the period from January 1 to April 1. A report is to be submitted to the Secretary of State’s Office and should contain the following info:
Annual report filing is a paid service. Online submission will cost you $50, and if you choose regular mail, the fee will be $60.
While forming your LLC in Georgia, you can refer to the following business links:
A limited liability company is a welcoming legal structure for many businesses. Start an LLC is easy. Select your state to start.