Form a Corporation in Georgia
Everything you need to know about forming a Corporation in Georgia. Filing fees, requirements, timeline, and step-by-step guidance.
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How to File
Choose a Corporate Name
Select a unique name for your corporation that includes a required designator such as 'Corporation,' 'Incorporated,' 'Company,' or an abbreviation thereof. Search the Georgia Secretary of State's name availability database to confirm the name is not already in use.
15-30 minutes
Appoint a Registered Agent
Designate a registered agent who has a physical street address in Georgia and is available during normal business hours to receive legal and official documents on behalf of the corporation. The agent can be an individual Georgia resident or a registered commercial agent service.
15-30 minutes
File Articles of Incorporation
Prepare and file the Articles of Incorporation with the Georgia Secretary of State through the online portal (myportal.sos.ga.gov) or by mail. The articles must include the corporate name, registered agent details, number of authorized shares, and the incorporator's name and signature.
30-45 minutes
Appoint Directors and Hold Organizational Meeting
After filing, the incorporator(s) must appoint the initial board of directors and hold an organizational meeting to adopt bylaws, elect officers, authorize the issuance of shares, and address other foundational corporate matters.
1-2 hours
What's Next After Filing
Once your Corporation is officially formed, you'll want to complete these important steps:
- •Draft and Adopt Corporate Bylaws — Create corporate bylaws that govern the internal operations of the corporation, including rules for board meetings, voting procedures, officer roles, and shareholder rights. Bylaws are not filed with the state but must be kept at the principal office.
- •Obtain an EIN and Open a Bank Account — Apply for a federal Employer Identification Number (EIN) from the IRS at no cost, which is required for tax filings, hiring employees, and opening a corporate bank account. Open a dedicated business bank account to maintain separation between corporate and personal finances.
- •Register for Georgia State Taxes and Obtain Licenses — Register with the Georgia Department of Revenue for applicable state taxes, including corporate income tax and sales tax if applicable. Obtain any required local business licenses or permits from the city or county where the corporation will operate.
Advantages
- ✓Provides the strongest liability protection, shielding shareholders' personal assets from corporate debts and legal judgments.
- ✓Easier to raise capital by issuing multiple classes of stock and attracting investors, including venture capital firms.
- ✓Corporations have perpetual existence, meaning the business continues regardless of ownership changes or the death of a shareholder.
- ✓Potential tax advantages including deductible employee benefits, and eligibility to elect S-Corp status to avoid double taxation if qualifying criteria are met.
Considerations
- •Subject to double taxation as a C-Corporation — the corporation pays income tax on profits, and shareholders pay personal income tax on dividends received.
- •More complex and costly to form and maintain than an LLC, with requirements for bylaws, board meetings, annual reports, and meticulous record-keeping.
- •Greater regulatory oversight and formality requirements, including mandatory shareholder and director meetings and detailed corporate minutes.
Annual Obligations
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