Form a Partnership in Georgia
Everything you need to know about forming a Partnership in Georgia. Filing fees, requirements, timeline, and step-by-step guidance.
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How to File
Choose Your Partnership Type
Decide between a General Partnership (GP), Limited Partnership (LP), or Limited Liability Partnership (LLP). GPs require no state filing, while LPs and LLPs must register with the Georgia Secretary of State.
1-2 hours
Select and Reserve a Business Name
Choose a unique business name and verify its availability using the Georgia Secretary of State's online business name search at ecorp.sos.ga.gov. LPs and LLPs must include the required designator such as 'Limited Partnership' or 'L.P.' in their name.
30 minutes
Designate a Registered Agent
Appoint a registered agent with a physical street address in Georgia who is available during normal business hours to receive legal and official documents on behalf of the partnership. The registered agent can be an individual partner or a professional registered agent service.
30 minutes
Draft a Partnership Agreement
Create a written partnership agreement that outlines each partner's contributions, profit and loss sharing, management responsibilities, decision-making authority, and procedures for adding or removing partners. While not legally required by Georgia, a partnership agreement is strongly recommended to prevent disputes.
2-5 hours
What's Next After Filing
Once your Partnership is officially formed, you'll want to complete these important steps:
- •File Formation Documents with the State (LP or LLP Only) — For Limited Partnerships, file a Certificate of Limited Partnership with the Georgia Secretary of State online at ecorp.sos.ga.gov or by mail, along with the $100 filing fee. LLPs must file a Statement of Qualification. General Partnerships do not file with the state.
- •Obtain an EIN and Register for State Taxes — Apply for a Federal Employer Identification Number (EIN) from the IRS at no cost via IRS.gov, and register with the Georgia Department of Revenue for applicable state taxes such as sales tax or employer withholding tax at gtc.dor.georgia.gov.
- •Obtain Required Licenses and Open a Bank Account — Secure any required local, county, or state business licenses or permits applicable to your industry, and open a dedicated business bank account using your EIN and partnership documents to keep business and personal finances separate.
Advantages
- ✓Simple and inexpensive to form, especially General Partnerships which require no state filing fees or formal registration
- ✓Pass-through taxation means partnership income is reported on partners' individual tax returns, avoiding double taxation
- ✓Flexible management structure with no required board of directors or formal corporate governance requirements
- ✓Partners can divide profits, losses, and management responsibilities in any manner agreed upon in the partnership agreement
Considerations
- •General partners face unlimited personal liability for the debts and legal obligations of the partnership, putting personal assets at risk
- •Partnerships automatically dissolve upon the death, withdrawal, or bankruptcy of a general partner unless the agreement provides otherwise
- •Limited Partnerships have less liability protection than an LLC since at least one general partner must still assume unlimited personal liability
- •Raising capital can be more difficult than with a corporation, as partnerships cannot issue stock to attract investors
Annual Obligations
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