Start an LLC in Georgia (and Best LLC Services in GA)

Step 1: Name Your LLC

What’s in a name? Quite a bit, actually. Your business name is your Georgia LLC’s identity, its personality, its reputation. Find a name that sticks in customers’ minds – while conveying your brand qualities – and you’ve struck gold. A unique, memorable name can draw in new customers and keep existing ones coming back.

Your LLC name is going to appear everywhere: business cards, marketing collateral, websites, legal contracts, bank accounts, invoices, directories, and much more. So be sure that it conveys your product, service, brand, and values.

While you can (and should) be creative with your business name, there are certain state requirements that it must follow. Maintain compliance by confirming that your name:

• Contains a term that signifies its business type, like “limited liability company,” “L.L.C.,” or “LLC.”
• Is not be more than 80 characters long.
• Avoids the following terms unless it has written consent from the Office of Insurance and Safety Fire Commissioner: “insurance,” “assurance,” “surety,” “fidelity,” “reinsurance,” “reassurance,” or “indemnity.”
• Does not use any of the following terms without written consent from the Department of Banking and Finance: “bank,” “banc,” “banque,” “banker,” “banking company,” “banking house,” “bancorp,” “bankruptcy,”  “credit union,” “savings & loan,” “trust,” or “trust company.”
• Avoids the following terms unless it has written consent from the Georgia Nonpublic Postsecondary Education Commission: “college” or “university.”

On top of all that, the name must be distinguishable from all other business names currently in use. But if you’ve discovered that your name is unavailable, you might be looking for ways to make it unique without discarding it completely. As you do, keep in mind that the following alterations will NOT be enough:

• Adding, deleting, or changing an article
• A different entity type (LLC rather than Inc.)
• Using “and” rather than &
• Adding, deleting, or changing punctuation, plurals, or suffixes
• Substituting abbreviations
• Substituting phonetic spelling

In short, you can only distinguish your name by making substantial changes or rearrangements to its keywords.

For Example

Consider this: your friend Fanny wants to open a flower shop in Atlanta, Georgia. The name she wants, Flowers by Fanny, LLC is already in use. So she comes up with a new one: Fanny’s Florals and Design, LLC. This name is similar to the original but includes new words, distinguishing it in the Secretary of State’s records.

Determine the Name Is Available

Of course, you will only need to make distinguishable changes if your name is already taken. Don’t make the mistake of ordering business cards, creating advertisements, and using a name on documents like the Articles of Organization without first confirming it’s available. Use the Secretary of State’s Business Search to see if there’s an existing business using your desired name.

Maybe you pegged a distinguishable name right away, or maybe it took some modifications, but either way, once you have a unique name, you can lock it down by filing a name reservation.

Optional: Name Reservation

You may have fallen in love with a particular name, but still have some preparation and paperwork to sort out before starting your LLC, and you’re worried that someone will swipe it in the meantime. To calm your nerves, you can reserve that name in Georgia for a total of 30 days.

Think about Fanny. After making her name distinguishable, she’s ready to make it official, but if she’s waiting on some paperwork to start her LLC, she can place a hold online or by mailing/hand-delivering a Name Reservation Request and $25 payment to:

Office of Secretary of State

Corporations Division, Name Reservation Request

2 Martin Luther King Jr. Dr. SE, Suite 313 West Tower

Atlanta, Georgia 30334 

The typical processing time is 3-5 business days for online submissions and 5-7 for hard copy filings. But if you don’t have that kind of time, you have two options for expedited processing: two-day service for an extra $100 and same-day service for $250.

If your name isn’t available, the state will send you a rejection notice, and you’ll be allowed to submit another request within 10 days free of charge. Once your name is reserved, you’ll receive a reservation number to be redeemed when filing the Articles of Organization.

Or, you could simply move forward with forming your LLC and skip this step entirely.

Step 2: Choose a Registered Agent

Fanny’s LLC is quickly taking shape, and if it’s going to operate in Georgia, she’ll need a go-between for state and legal communications. This is called the registered agent.

A registered agent is a key component of your budding LLC, handling all of its sensitive communication with the state so you don’t have to.

The Georgia Secretary of State website puts it this way: “the registered agent is the ‘mailbox’ for the corporation. The registered agent is the person or entity… designated by the entity to receive any service of process, documents, or other official communication on its behalf.”

LLC taxes, lawsuits, maintenance requirements, and more – the registered agent takes care of it all. If you had to do this yourself, it would pile additional tasks onto your already-full plate. Plus, your agent makes your business available to receive documents even when you’re out of town or away from the office. This is especially important if your physical office is outside Georgia and you foreign qualified your LLC here.

But maintaining an agent isn’t just a convenience, it’s required. According to Georgia Code Section 14-11-209, “each limited liability company shall continuously maintain in this state: (1) A registered office which may, but need not, be a place of its business; and (2) A registered agent for service of process.”

Now for the practical application, the “how-to.” When you’ve decided on a registered agent, reach out to get their consent and then include their name, postal address, and email address on the Transmittal Information Form, which is submitted with your Articles of Organization.

You have two options for who can serve as a registered agent: an individual or a company.

Individual as Registered Agent

You may think that an individual registered agent would need specialized training or experience, but this isn’t the case. Anyone can serve as your registered agent, as long as they are a Georgia resident with a physical address in the state.

Third parties like attorneys or consultants can be wise choices, as they know the ins and outs of maintaining an LLC, but family members and friends are equally viable choices. You can even appoint yourself as long as you meet these requirements and are prepared to accept the additional responsibilities.

Registered Agent Service

It can be a lot easier, though, to use an LLC formation service as your registered agent, so we highly recommend it. Not only will they take care of business formation requirements, but they’ll also include a free registered agent service. Or, if you’d rather start your LLC on your own, you can use a national registered agent service to cover your agent duties.

During the life of your LLC, you may, at some point, need to change your registered agent. Perhaps you want to switch from an individual to a professional service, or maybe your existing registered agent resigns. Either way, you’ll want to make the change as soon as possible because operating without an agent on file can lead to administrative dissolution.

Step 3: File the Formation Documents with the State

This is where the LLC formation process kicks into high gear. Let’s check back in with Fanny.

She’s reserved her unique business name and designated a registered agent, and she’s ready to get her LLC off the ground. It’s time for Fanny to take on the most important LLC document: the Articles of Organization. This filing creates a record for Fanny’s Florals and Design, LLC with the Georgia Secretary of State, giving it the authorization to commence business in the state.

There are three ways to file: online, by mail, and in person. Choose the option that fits best with your preferences and circumstances. The filing fee for all three options is $100.

Online

Get started by navigating to the Corporation Division’s electronic filing system. You will need to create an account before doing anything else. Then, once you’ve logged in, select “Create or Register a Business.” Choose your business type and follow the instructions to complete the filing.

By Mail

Hard copy filings require two separate forms, the Articles of Organization application and the Transmittal Information Form. Complete both, then send them, along with your fee payment, to:

Office of Secretary of State

Corporations Division

2 Martin Luther King Jr. Dr. SE, Suite 313 West Tower

Atlanta, Georgia 30334 

In-Person

If you live in Atlanta, you’re also welcome to hand-deliver your documents and payment to the same address.

The standard processing time for online filings is 5-7 business days, although it can be longer during peak filing seasons. For mailed submissions, you’re probably looking at a turnaround time of about three weeks. If you’re in a hurry, you have two options for expedited service: same-day processing ($250) or two-day processing ($100).

Step 4: Create an Operating Agreement

The operating agreement is the framework that holds up an LLC, the vital underpinning that establishes processes for its procedures, activities, and conduct. Essentially, it serves as your company’s bylaws.

Your LLC isn’t required by Georgia law to adopt an operating agreement, but that doesn’t mean it’s unimportant. In fact, an operating agreement is one of the most (if not THE most) crucial internal documents for an LLC. It works to optimize your company’s efficiency, protect your personal assets, legitimize your business in front of courts, banks, etc. and much more.

Let’s say our friend Fanny sells a percentage of her company to two other owners. Her operating agreement could stipulate how the LLC’s assets would be distributed among them in the case of dissolution. But if she decided to maintain sole ownership, the agreement could be used in court as evidence that the LLC’s assets are separate from her personal ones. These are just two examples, but the operating agreement governs everything from member duties to the tax structure.

If you’ve decided to draft an agreement, there are two ways to go about it:

• Write it yourself. Don’t be intimidated by this option. There are plenty of free online templates that serve as helpful guides. You can create an effective document from most of the templates out there, but our favorite free template is from TRUiC.
• Hire an attorney. If you want to be absolutely sure that you don’t miss any important details, an attorney can write or review the agreement for you, ensuring that it includes all necessary information.

What are default laws?

Each state has its own set of generic, baseline laws for how LLCs should operate. These laws, however, only govern matters not included in your operating agreement. Take dissolution, for example. If your LLC ever dissolves, your operating agreement would determine what happens to its remaining assets and debts. But if you fail to include it in the agreement, the state will make that decision for you.

Because default laws are broad and not tailored to your specific business, they often aren’t in your LLC’s best interest, so it’s best to avoid them by being as comprehensive as possible in your agreement.

Step 5: Get an EIN

There’s simply no way to avoid taxes. In fact, it’s illegal to try, so don’t do it.

Federally, LLCs are classified as “pass-through” entities, businesses that don’t file corporate tax returns, but whose owners include income and losses on their individual returns. Still, there are certain circumstances that require LLCs to pay federal taxes, like classifying as a corporation, hiring employees, or selling merchandise. So, in Fanny’s case, if she plans on hiring additional florists and selling bouquets, she will need to apply for an EIN.

The Employer Identification Number (EIN) is a nine-digit number that the IRS will use to identify your company’s tax accounts, so if you pay any business taxes, it’s extremely important to have one. Click the “Do I need an EIN?” link on this page to see if you fall into this category. If so, apply for an EIN one of three ways:

Online

Need to get this done quick? File online – it’s by far the most efficient method. You can only complete the process between 7 a.m. and 10 p.m. EST, Monday through Friday, but you’ll receive your number immediately upon finishing the digital form. Keep in mind that you will need to provide a valid individual taxpayer number (like a Social Security Number) as part of the process.

Fax

You might prefer the feel and security of a paper form. In this case, download Form SS-4, complete it, and fax it to (855) 641-6935. You will receive your EIN within four business days.

Mail

Or, there’s always trusty postal mail. However, this is the slowest option, as processing typically takes around four weeks. If that doesn’t deter you, fill out Form SS-4 and send it to:

Internal Revenue Service Operation

Attn: EIN Operation

Cincinnati, OH 45999

Okay, so you’ve filed the Articles of Organization, designated a registered agent, adopted an operating agreement, and filed for an EIN. Time to start doing business, right? Sorry, there are a couple of additional steps you may need to take first. But don’t worry, you’re almost there!

Step 6: Taxes, Licensing, & Income Reporting

For all intents and purposes, most LLCs will be official after completing all the prior steps. Still, it’s important for business owners like Fanny to keep looking ahead, as there are certain maintenance requirements to keep a Georgia LLC running smoothly and in good standing with the state.

Before you start doing business, create a plan for the following potential LLC requirements:

Federal Taxes

As mentioned earlier, LLCs are almost always classified as “pass-through” entities, which means that they don’t pay income taxes directly to the federal government. That responsibility falls instead on the owners, who must include business income and losses on their personal 1040 tax returns and/or Schedule C. LLCs are flexible with tax structure, so you can choose to have yours taxed like a corporation instead. In this case, it would need to file a separate corporate tax return.

State Taxes

As a Georgia LLC, you’re in luck! Your state taxes will be as simple as the federal ones, so the LLC’s owners will report income and losses on their personal returns rather than a separate corporate one (unless you’ve elected to have your LLC taxed like a corporation). And you won’t have to worry about paying a “franchise” or “privilege” tax, because Georgia doesn’t require any.

Additional Taxes

But don’t celebrate too early, because you might not be free from business taxes just yet. There are certain circumstantial taxes your LLC may owe if it meets certain conditions. For example, your business will need to pay a Sales Tax if it sells taxable merchandise and a Use Tax if it purchases taxable merchandise from out-of-state retailers. Or, if you hire employees, your LLC will owe Withholding and Unemployment Taxes.

For more information on these taxes, visit the Georgia Department of Revenue website or call 877-423-6711.

Lastly, depending on your LLC’s location, it may owe a local tax to its city, municipality, or county. Consult your local government’s website to find out.

Licensing

The Articles of Organization may have already made your business legitimate, but your LLC might still need to obtain a license before doing business. This all depends, however, on the type of business you run.

Our friend Fanny, for example, would need to obtain a Live Plant License from the Department of Agriculture before opening her flower shop’s doors in Georgia. And if she wanted to serve sandwiches to her customers, she would also need a Food Service License. To determine if your business type requires licensure, visit the Secretary of State’s licensing page.

Most licenses and permits are issued through cities and counties, so you will also need to contact the local chamber of commerce or county government where your business will be located.

Reporting

Once you’ve taken all the steps to start your LLC, you’ll be off and running, making deals and growing the company. But when you’re rolling along and things are moving 100 miles per hour, don’t forget that Georgia requires all of its businesses to submit one important recurring filing: the Annual Registration.

To keep the Secretary of State’s records current and accurate, your LLC must submit an Annual Registration each year between January 1 and April 1. It costs $50 and you can file it online or by mailing a paper form to the same address as your Articles of Organization.

Mark the Annual Registration on your calendar, in your planner, on your phone, wherever you won’t forget about it, because an LLC that fails to file can be administratively dissolved by the state, and reinstating a dissolved LLC requires a $250 fee.

And we’ve come to the end. It’s a long process, and not always easy, but the reward is well worth it. If you’ve made it this far, congratulations! Your Georgia LLC is ready for takeoff. So go ahead and start with that big sale, promotional campaign, or business deal. Maybe you’ll see Fanny out there in the business world, selling her beautiful floral creations.