Articles of Incorporation Georgia Secretary State
Before submitting, you can reserve the name of your LLC for up to 30 days. The name reservation fee is $25 and can be made on the state`s website or by filling out a name reservation request form. This form is available on the Secretary of State`s website. You can submit a file without completing the name reservation process. The LLC may also require state and/or local business licenses. These regulations are based on the type of business and where it will operate. Some cases require registration with the Ministry of Revenue of Georgia, for example. B if your business hires employees or sells goods and collects sales tax. Commercial companies, non-profit corporations, professional corporations, limited partnerships, and limited liability companies are formed in Georgia by filing a filing with the Companies Division of the Office of the Secretary of State. In some cases, the above entities that form in other states choose to report to the Secretary of State of Georgia as “foreign” entities.
Georgia Corporations submits the first annual registration within 90 days of the date of incorporation and between January 1 and April 1 thereafter. Limited liability companies, limited partnerships and foreign companies submit the first annual registration between January 1 and April 1 of the year following the initial registration and between January 1 and April 1 of each year thereafter. It is a company with less than 50 shareholders which includes in its articles of association a declaration that it opts for a narrow company prescribed by law in accordance with O.C.G.A. § 14-2-902. The legal provisions beginning with O.C.G.A. § 14-2-901 govern private companies. Any LLC operating in the State of Georgia must have a registered agent. The registered agent is either a business entity or a natural person who is willing to accept legal documents on behalf of the LLC, e.B. if the LLC is sued. The registered representative of your LLC must be a business entity or natural person residing in Georgia and have the authority to operate the business in the state.
Select your registered agent for your LLC by going to: www.llcuniversity.com/georgia-llc/registered-agent/ The registered agent is the company`s “mailbox”. A registered agent is the person or entity in that State designated by the entity to receive service, documents or other official communications on its behalf. The registered representative may or may not be the owner, shareholder or officer of the Corporation. Many businesses use their lawyer or a professional business services company for this service. The registered agent`s address must be a mailing address in Georgia, and the agent must be at that address. A mailbox or “mail cabinet” should not be used as a registered agent address. Please read O.C.G.A. §§ 14-2-501 and 14-2-1507 (for-profit corporation); 14-3-501 and 14-3-1507 (not-for-profit corporation); 14-8-46 (foreign limited liability company); 14-9-104 and 14-9-902.1 (limited partnership); and 14-11-209 and 14-11-703 (Limited Liability Company). A company has officers as described in its articles of association, as provided for in O.C.G.A. § 14-2-840.
Only the Chief Executive Officer (responsible person), the Chief Financial Officer (Treasurer) and the Secretary (person who keeps records) of a corporation are registered in the Corporations Division. The same person may hold more than one position. State law requires that all LLC names include “Limited Liability Company,” “Limited Liability Company,” “LLC,” or “L.C.C.” The name of an LLC must be different or distinct from other companies registered in the Companies Division of the Secretary of State of Georgia. Use these websites to search for existing LLC names so you know if your desired name is available: www.llcuniversity.com/georgia-llc/search/ or ecorp.sos.ga.gov/BusinessSearch hours: 8:00 a.m. – 17:00.m, Monday to Friday (except holidays) If you intend to obtain from the Internal Revenue Service (IRS) recognition of tax-exempt federal status as a nonprofit under Section 501(c)(3) of the Internal Revenue Revenue Code to apply, your status must contain certain provisions. For more information, visit this page on the IRS website. To learn more about the general requirements for federal tax-exempt status, see www.irs.gov/charities or download IRS Publication 557, Tax Exempt Status for Your Organization. For more information and resources, see www.stayexempt.irs.gov/Resource-Library.
Business services managed by the Secretary of State of Georgia: filing of LLC, establishment of businesses and formation of non-profit organizations in the state. The agent registered for a for-profit and non-profit corporation can be: The purpose is to comply with the law. Annual registration is also the way to change agent, registered agent or address information. The submission also confirms that the company still exists. It means “Official Code of Georgia annotated” and is often referred to as “the Code”. In short, it is the law. The laws relating to corporations, LLCs and partnerships can be found in Title 14 of the Code. Free public access to the Code is available on LexisNexis… The Office of the Secretary of State in Georgia also handles the filing of certain documents and certifications, including: For all types of companies, the address of the place of business of the registered agent must be the same as the address of the registered office. .
A corporation consists of three distinct groups: shareholders (or members of a not-for-profit corporation), directors and officers. Debts assumed by the Corporation generally cannot be recovered by shareholders, directors or officers. For-profit companies pay taxes on labor income and shareholders control the dividends received. Some small businesses may also choose to be an S company with the Internal Revenue Service, which is taxed more like a partnership. The address will be changed by submitting an annual registration. If an annual registration has already been submitted during the current calendar year, the address of a company may be changed by submitting an amended annual registration. Annual registration or modified annual registration can be submitted online via the following link and changes can be made. A fee is charged for the submission of an annual registration or an amended annual registration.
Please refer to the fee schedule. The Georgian Law on Limited Liability Companies (“LLC”) only requires the registration of the registered agent; Therefore, the officers, members or managers of LLCs are not listed and there is no procedure for “changing” them by submitting them to the Secretary of State. Does the Corporations Division have telephone numbers for corporations or their registered officers or representatives? Processing time: 7 working days; Registrations can be expedited for an additional fee. Processing in 2 business days costs $100 more. Same-day treatment (if submitted before noon on a weekday) costs an additional $250. Are the articles of association of a company submitted to the Secretary of State? The registered representative of a national limited partnership and a national limited liability partnership may be: (see O.C.G.A. §§ 14-2-501, 14-3-501, 14-2-140 and 14-3-140) Is there a minimum age for senior managers of a company? With the following frequently asked questions, we hope to answer many of our most frequently asked questions. We recommend that you seek the advice of a lawyer and/or accountant to pursue a new filing, amendment, dissolution or merger. Such advice will help ensure compliance with Georgian law and ensure that your goals and intentions are achieved. Other topics are accessible on the left side. The Corporations Division does not provide legal advice.
Individuals should research this issue themselves and should consult a lawyer and/or tax professional when making a decision. Factors to consider include, but are not limited to, tax issues, liability issues, capital requirements and the nature of the business. A basic overview of business selection can be found in the brochure Which legal entity is right for your business? If the decision is made to form a corporation, limited partnership or limited liability company, employees of the Corporations Division can assist with the incorporation process. The employee`s identification number is obtained from the Internal Revenue Service www.irs.ustreas.gov. The Companies Division does not issue or register ADRs. As a nonprofit, how do I apply for a federal tax exemption from the IRS? The registered agent for a foreign limited liability company can be: Each LLC operating in Georgia must file the required registration each year and pay a $50 filing fee to the Secretary of State. No. This information is managed by the Company.
Yes. Each company must permanently maintain a registered agent and a registered office in Georgia. No, the Georgia Business Corporation Code does not require an age for senior executives. .
