Requirements in Georgia for LLC Formation

by Joseph Scrofano J.D./M.A.

Limited liability companies, or LLCs, are specific business entities that may provide substantial benefits to some business owners. When members form an LLC, they may enjoy the tax benefits of a partnership, while at the same time benefiting from the liability protections that a corporation offers. LLCs are governed by state laws, and Georgia mandates several requirements for proper LLC formation.

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Business Name

An LLC in Georgia must contain the words “limited liability company” or “limited company” at the end of its name. In the alternative, LLC organizers can put the letters “LLC,” “L.L.C.,” “LC,” or “L.C.” in the official name. LLC organizers must create a business name that is different from all other businesses registered in Georgia. That name cannot have more than 80 characters, which includes letters, numbers, symbols, spaces and punctuation. The LLC organizers must register the name with the Georgia Secretary of State and pay a $25 fee as of 2010.

Articles of Organization

In addition to registering a name with the Secretary of State, the LLC organizers must file articles of organization with that office. The articles of organization must include specific information required under Georgia law. This includes the company’s name, its principal place of business, and the name and address of a Georgia resident as the registered agent. The registered agent is a person or company in Georgia that has authority delegated from the LLC members to accept important legal documents on behalf the LLC. As of 2010, the filing fee for the articles of organization form is $100.

Operating Agreement

Georgia laws do not require organizers to file an operating agreement as part of the LLC formation procedures. However, an operating agreement sets out how the LLC is to be operated, including how the company will be managed, how much each member will contribute in capital and the manner in which the members will allocate the profits and losses. These are all important business considerations, so having a written agreement may help avoid disputes among the members and managers. Even if the LLC members decide to execute an operating agreement, Georgia law does not require that it be submitted with the articles of organization.

Business Licenses

LLC organizers must ensure that the company has the appropriate licenses under state and local Georgia laws in order to do business in the state. Some businesses must have state-issued licenses. For example, lawyers and accountants with professional LLCs must have licenses from the Georgia State Bar and the Georgia State Board of Accountancy, respectively. Other types of businesses may need to obtain general business licenses from the state or local governments. While business licenses are not required to form an LLC, they are typically necessary once the LLC begins operations.