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OFFICE OF SECRETARY OF STATE
CORPORATIONS DIVISION
2 Martin Luther King Jr. Dr. SE
Suite 313 West Tower
Atlanta, Georgia 30334 (404) 656-2817
sos.georgia.gov/corporations
Secretary of State
FILING PROCEDURES FOR FORMING
A GEORGIA LIMITED LIABILITY COMPANY
Limited liability companies (“LLC”) are formed by filing articles of organization with the Secretary of
State. The minimum requirements of Georgia law are outlined herein. Many other provisions may,
and perhaps should, be included in the articles. It is very simple to form an LLC. The question of
whether or not an LLC should be formed is complex. The Corporations Division strongly recommends
that filers obtain professional legal, tax and/or business advice to assure the filer’s goals and intentions
are met, and that requirements of the law are satisfied, both before and after formation of the entity.
Name Reservation
A name may be reserved prior to filing entity formation or registration documents. The reservation may be
made online or by submitting a Name Reservation Request form. A reservation fee of $25 must accompany
the request. There is a $10.00 service charge for filing a name reservation request by paper. Fees are non-
refundable. If the name reservation is approved, a name reservation number will be provided to the filer by
return email. A name reservation is effective for 30 days or until the filing forming or registering the entity
is submitted, whichever is sooner. Name reservation requests are generally processed within 3 to 5 business
days of receipt of an online request and within 5 to 7 business days of receipt of a mail-in request. To redeem
a name reservation, enter the reservation number in the field provided on an online business formation
application or, if submitting a paper filing by mail or hand-delivery, place the number on the Transmittal
Information Form that is filed with the articles of incorporation. Name reservations are not available by
telephone. Entity formation and registration filings are accepted without a name reservation.
Preparation of Articles of Organization
Articles of organization must include the information described in O.C.G.A. § 14-11-204. Articles may
be filed online or mailed to the Corporations Division at the above address. Articles mailed to the office must
be submitted on white 8½ x 11 paper. The articles of organization may be signed by any member of
the limited liability company, any manager if management is vested in one or more managers, or by
an organizer. An attorney in fact may also sign the articles of organization. The signer(s) should indicate
in what capacity he or she is signing. The signature does not need to be notarized.
Filing of Articles of Organization and Transmittal Information Form 231
Articles may be filed online or may be mailed or hand-delivered to the Corporations Division. The fee to file
online is $100.00; the fee to file by mail or hand-delivery is $110.00 ($100 filing fee + $10 paper filing
service charge). For filings not submitted online, the articles of organization, a completed Transmittal
Information Form (CD 231), and the $110.00 fee payment should be mailed or delivered to the
Corporations Division at the above address. Checks or money orders should be made payable to “Secretary
of State.” Articles of organization are effective on the date received by the Corporations Division unless a
delayed effective date is specified therein. A certificate of organization will be mailed to the applicant,
usually in 5 to 7 business days. Workload issues will sometimes result in a longer turnaround time, perhaps
up to 12 business days. Filings that are not complete will be returned to the applicant along with a notice
that describes the deficiency. If corrected and returned within 30 days of the date of the deficient document
notice, the initial date of receipt will be the date of formation. Deficient filings are deemed abandoned if
still pending after 60 days from the date of the deficient document notice. After the filing is deemed
abandoned, a new filing, including new filing fees, will be required. Fees are non-refundable.
Annual Registration (“AR”)
Each LLC must file an annual registration with the Secretary of State between January 1 and April 1 of each
calendar year. The fee is $50.00. The initial AR is due between January 1 and April 1 of the year following
