Everything You Need to Know About Georgia Corporations:
Georgia Incorporation Options
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How to Incorporate in Georgia
To start a corporation in Georgia, you’ll need to do three things: appoint a registered agent, choose a name for your business, and file Articles of Incorporation with the Corporations Division. You can file this document online, in person or by mail. The articles cost $100 to file online ($110 with a paper form), plus $50 for your Initial Registration report. Once filed with the state, this document formally creates your Georgia corporation.
Per GA Code § 14-2-501 (2019), every Georgia corporation must appoint a registered agent. You don’t need to hire a registered agent, but if you do, make sure your registered agent will list their address on your articles wherever possible to ensure maximum privacy.
If you’re starting a new business, you probably already know what you want to name your corporation. But you’ll need to know if your preferred name is available. To find out, visit the Corporation Division’s Georgia Business Search and browse until you find the perfect name for your corporation.
Once you know who your registered agent will be and what your corporation name is, you’re ready to file your Georgia Articles of Incorporation. Follow along with our filing instructions below:
Filing the Georgia Articles of Incorporation
Learn more about each Articles of Incorporation requirement below. Note that the information you provide becomes part of the public record—permanently.
Better yet, skip the form entirely and hire us to incorporate your Georgia business. We provide a free business address to list whenever possible throughout the filing to better keep your personal address private.
1. Corporate Name
Your name must include “Corporation,” “Incorporated,” “Company,” “Limited,” or an abbreviation for one of these words. Tip: Many corporations opt to keep it simple with “Corp” or “Inc.”
2. Authorized Shares
List the number of shares you’re creating. You must authorize at least one share. Tip: You can distribute some or all of these shares later on at your organizational meeting.
3. Registered Agent
For your Georgia registered agent, you can list an individual state resident (like someone in your Georgia corporation) or a business that provides registered agent service (like Northwest). Tip: We recommend Northwest.
4. Registered Office
This is the Georgia street address where your registered agent will be available during business hours to accept legal notifications for your corporation. Note that all information in your Articles of Incorporation will become part of the permanent record of your Georgia corporation. Tip: Hire Northwest and our address will go here instead of your own.
5. Georgia Incorporator
Your incorporator is the person who signs and submits your Articles of Incorporation. Incorporators must include their name and address and state the capacity in which they’re signing (i.e. write “Incorporator” beneath the signature). Your incorporator doesn’t have to be a director, officer, or anyone in the corporation—just a legal adult you authorize to sign and submit your form. Tip: We’ll be your incorporator when you hire Northwest to form your Georgia corporation.
6. Principal Office
This is where the state will send any mail (besides legal notifications). Tip: Want to keep it simple with one address for all your state and legal mail? Hire Northwest as your registered agent, and you can use our address as your principal office.
7. Transmittal Form
If you’re filing paper articles, you’re also required to submit a Transmittal Information Form (CD 227) in addition to the articles and the filing fee. The Transmittal Information Form repeats some of the information on the articles. The form also makes you verify that you have sent (or are sending) a Notice of Intent to Incorporate to a local newspaper and requests a primary email address for your business. Tip: Want to keep your personal email address out of the public record? Hire Northwest to incorporate and use our email address – and let yours stay private.
Why Have a Registered Agent Form Your Georgia Corporation?
Professionals in Georgia hire registered agent services like Northwest Registered Agent for incorporation—but why?
Standard filing companies don’t have employees or offices in every state. But as a national registered agent, it’s a requirement for us, which is a benefit for our clients. Our office is in Roswell, GA. We’re on a first name basis with the people who work in the Corporations Division.
As your registered agent, we list our Roswell registered office address on your corporation’s formation documents. Why? If you’re starting a business from your apartment in Athens, do you really want your apartment address as your business address? (Hint: the answer is no.) We’ll list our address, so you don’t have to list yours. Plus, we never sell your data. We don’t list your personal information on filings if we don’t have to. It’s all standard and part of our commitment to Privacy by Default®.
Free Mail Forwarding & Business Address
At Northwest, we do everything a registered agent should do and more. You can list our address as your business address on your state filings. We include limited digital mail forwarding with registered agent service (up to 5 pieces of regular mail per year; $15 a doc after that).
We know the in’s and out’s of each state—and we use this knowledge to help you when you need it most. Our team of Corporate Guides® has over 200 local business experts. You can call or email us for answers to all your questions about your corporation in Georgia. Our Corporate Guides are dedicated solely to helping you with your business—not selling you services or meeting quotas.
What Do I Do After My Georgia Corporation Is Formed?
After your Georgia Articles of Incorporation are approved, you still have a few more important steps to take, including getting an EIN, drafting bylaws, holding your first meeting, opening a bank account, and learning about state reporting and tax requirements.
Publish a Notice of Intent to Incorporate
At the same time that you file your Georgia Articles of Incorporation (or at the latest, the day after filing), you must submit a Notice of Intent to Incorporate and a $40 publication fee to a local newspaper. The notice will list your corporation’s name, registered agent and registered office.
Note that you can’t choose any Georgia paper you please—the newspaper must be in the county where your registered office is located. The clerks of each county keep lists of acceptable newspapers. Read our Georgia Notice of Incorporation Guide for more on how to file.
Get an EIN
Your federal employer identification number (commonly known as an EIN or FEIN) is similar to a social security number for your business. The IRS assigns these numbers and uses them to easily identify individual corporations on tax filings, including federal corporate income tax returns.
Why does my Georgia corporation need an EIN?
The IRS requires corporations to get an EIN for their federal tax filings, and the Georgia Department of Revenue requires an EIN for their business registration. You may also be asked for your EIN when opening a bank account, securing a loan, or applying for local business permits and licenses.
How do I get an EIN for my corporation?
You can get an EIN directly from the IRS. The application is free, and most businesses can apply online. However, if you don’t have a social security number, you’ll need to submit a paper application form. Can’t bear to fill out yet another application? Hire Northwest to get your EIN for you. Just add on EIN service during checkout when you sign up for our incorporation service.
Write Corporate Bylaws
Bylaws are the internal rules you set for your business. They put into writing how decisions will be made and who gets to make those decisions. All the major organizational processes and procedures for your corporation will go in your bylaws.
For more on Georgia Corporate Bylaws (including a free Georgia Corporate Bylaws template), see our Georgia Corporate Bylaws resource.
Do I need bylaws for my Georgia corporation?
Yes. State code § 14-2-206 (2019) notes that initial bylaws must be be adopted. Bylaws can be established by the initial board of directors at an organizational meeting.
You don’t have to submit bylaws to the state though. Corporate bylaws are internal documents you keep with your other corporate records, such as meeting minutes and resolutions.
What should bylaws include?
Corporate bylaws cover basic policies and procedures for issues such as company finances and management. Bylaws should cover a range of topics, answering key questions like those below:
Meetings: When and where will meetings for shareholders and directors be held? How many attendees are required to transact business? What are the procedures for voting or proxy voting? How do you call a special meeting? What actions can be taken without a meeting?
Stock: How are stock certificates issued and transferred? How is voting affected by issues such as corporate stock owners or fractional shares?
Directors and officers: How many directors must there be? Which officer positions are required? What powers do they have? How do you fill a vacancy or remove a director or officer?
Finances: What are the procedures for retaining profits, issuing dividends, and paying bills? Who can withdraw money from the corporate bank account or sign checks?
Records: Where is the corporate book to be kept? What information will be maintained? How are requests for review or access honored? Can records or copies be kept or distributed digitally?
Amendments and emergencies: Who can amend bylaws and how? Can emergency bylaws be adopted in the case of disaster?
Georgia bylaws can make other provisions as well, assuming additions are in accordance with state law. For example, GA Code § 14-2-627 (2019) states that Georgia bylaws can impose restrictions on the transfer of shares of a corporation.
How do I write bylaws?
Creating bylaws can be overwhelming—where do you start? Northwest can help. We give you free corporate bylaws when you hire us to form your Georgia corporation. We know what kinds of topics and questions corporations need to address, and we’ve spent years refining and improving our forms. We offer many other free corporate forms as well, including templates for resolutions and meeting minutes.
Hold an Organizational Meeting
An organizational meeting is the first official meeting of the corporation after the business is legally formed with the state. At this meeting, bylaws are adopted, officers are appointed, and any other initial business is conducted. The first meeting minutes should also be recorded and added to your corporate record book.
Are there any special rules for Georgia organizational meetings?
Meetings are held at the call of a majority of incorporators (or directors, if named in the articles), and aren’t required to be held in Georgia. Any initial business actions can be taken without an organizational meeting, if written or electronically-transmitted consent describes the action taken and is signed by each incorporator.
Open a Corporate Bank Account
Businesses that mix personal and business finances together risk losing their liability protections, so your corporation will need its own bank account. In addition, a corporate bank account is essential for easily accepting payments, paying bills and holding funds.
How do I open a bank account for my Georgia corporation?
To open a corporate bank account in Georgia, you’ll need to bring the following with you to the bank:
A copy of the Georgia corporation’s Articles of Incorporation
The corporation’s bylaws
The corporation’s EIN
If your bylaws don’t specifically assign the power to open a bank account, you may also want to bring a corporate resolution to open a bank account. The resolution would state that the person going to the bank is authorized by the business to open the account in the name of the corporation. At Northwest, we provide free corporate bank resolutions, along with many other free corporate forms, to help you get started fast.
File Georgia Reports & Taxes
In Georgia, corporations file an Annual Registration (annual report) each year – and newly incorporated businesses must file an Initial Registration. In addition, the state has a corporate net income tax and a net worth tax.
What are the Georgia Initial and Annual Registrations?
Georgia requires an Initial Registration report to be submitted to the Secretary of State within 90 days of filing Articles of Incorporation. This report simply requires you to list three of your company’s principal officers.
The Georgia Annual Registration is a filing you must submit each year. This annual report is where you confirm and update information regarding the names and addresses of officers, your principal address, business email address, and registered agent’s name and address.
How much are the Georgia Initial and Annual Registrations?
Both reports must be submitted with a $50 fee.
When is the Georgia Annual Registration due?
The filing is due by April 1st, but can be submitted as early as January.
These filings can be easy to forget—which is why we send our clients automatic reminders. Or better yet, let us file for you. With our business renewal service, we can complete and submit your Georgia annual registration for you for $100 plus the state fee.
What should I know about Georgia corporate taxes?
Georgia corporations have two more major taxes to contend with: a corporate net income tax and a net worth tax. The corporate income tax rate is a flat 5.75%. Note that S corps with nonresident shareholders can potentially get hit with the corporate income tax as well. S corps have to file form 600-CA on behalf of each nonresident shareholder. If these aren’t filed, the state will not recognize the S-corp election and will tax the business as a regular C-corp.
There is also a net worth tax, which affects businesses taxed as both C and S corporations. If you have more than $100K in capital stock, paid-in surplus and earned surplus, you’ll have to pay this tax, which starts at $125 and tops out at $5K. After incorporating in Georgia, corporations must file an initial return for the state’s net worth tax by the 15th day of the fourth month following incorporation. Even if no tax is owed, an initial filing is still required.
The Georgia sales tax is 4%. City, county and specialty sales taxes can be tacked on as well, making the average total sales tax 7.104%%.
Do corporations have to register with the Georgia Department Of Revenue?
Yes, if you conduct business in Georgia, you’re required to register with the Georgia Department of Revenue. You can register via the Georgia Tax Center. You’ll need your EIN before you can register.
Georgia Corporation FAQs
How can I submit the Georgia Articles of Incorporation?
You can file Georgia articles online, by mail or in person. Mailed or walk-in filings must be submitted to the following address:
Office of Secretary of State
2 Martin Luther King Jr. Dr. SE
Suite 313 West Tower
Atlanta, GA 30334
Please note that the Corporations Division is currently closed to walk-in business due to COVID-19 restrictions.
How much does it cost to start a Georgia corporation?
At least $100. The base filing fee is $100 to file online, but filing with a paper form by mail or in person adds an extra $10 service charge.
Hire us for a one-time fee of $375, including the state filing fees, a year of registered agent service, a business address and more.
How long does it take to start a Georgia corporation?
Georgia generally takes 5-7 business days for online processing but may take two weeks or more. Paper filings can take 15 business days to process.
Does a Georgia corporation need a business license?
There’s no general, statewide business license required in Georgia, but some cities and counties have local requirements. For example, in Atlanta, you’ll need to pay $125 for a general license. If you do business in Savannah, however, you’ll have to register for a “Business Tax Certificate” and pay a fee based on yearly gross receipts (starting at $85).
For some license applications you may need an EIN or a certified copy of your Articles of Incorporation. At Northwest, we can streamline the process and get these for you—simply add on these items during checkout.
What is a foreign Georgia corporation?
A corporation formed outside of Georgia—but which conducts business in the state—is considered a foreign Georgia corporation. For example, if you incorporated in Alabama but decide to open a storefront in Georgia, you would be a foreign Georgia corporation. This also means you would need to register with the state by filing an Application for Certificate of Authority with the Georgia Secretary of State. Foreign corporations are required to file the Georgia Initial Registration and Annual Registration each year as well.
Can Northwest help me form a nonprofit corporation?
Absolutely! We’re happy to start a nonprofit corporation for you. Georgia nonprofit corporations pay the same fee for filing Articles of Incorporation as for-profit ones do.
How can I get a Georgia phone number for my corporation?
It’s a conundrum: you need a local number to display on your website and give to customers, but you don’t want to make your personal number quite so…public. We get it. And we’ve got you covered with Northwest Phone Service. We can provide you with a virtual phone number in any state—plus unlimited call forwarding and tons of easy-to-use features. You can try Phone Service free for 60 days when you hire us to form your corporation, and maintaining service is just $9 monthly after that. No contract required.
How to Order Georgia Incorporation Service
Our Georgia incorporation service is designed to be fast and easy—signing up takes just a couple minutes. Here’s how it works:
We’ll form your Georgia corporation for $375 total and include one year of registered agent service, a secure online account filled with business maintenance tools and all the state forms you’ll need, and the lifetime support of our expert Corporate Guides. Just choose Hire Us below, answer a few easy questions about your business, and submit your payment.
Next, we’ll prepare and submit your Georgia Articles of Incorporation to the Secretary of State, Corporations Division. In the meantime, you’ll have immediate access to your online account, where you can find useful state forms, pre-populated with your business information.
Once the Georgia Corporations Division has approved your filing, we notify you that your Georgia corporation has been legally formed. You can now move on to next steps, like holding your organizational meeting and opening a bank account.