The following information is provided for educational purposes only and in no way constitutes
legal, tax, or financial advice.
For legal, tax, or financial advice specific to your business needs, we encourage you to
consult with a licensed attorney and/or CPA in your State.
The following information is copyright protected.
No part of this Lesson may be redistributed, copied, modified or adapted without prior
written consent of the author.
A Limited Liability Company (abbreviated "LLC") is a hybrid between a Corporation and a Partnership.
An LLC protects your assets in the event of a lawsuit.
In order to form your LLC, you must file LLC Formation Documents and pay the State filing
fee.
Once your documents are approved, your LLC is now in existence and authorized to do business
in the State.
Before completing your LLC Formation Documents, you need to have 2 things completed.
First, make sure you've watched the Lesson on researching your LLC's name.
Your desired LLC name must be available for use before you proceed.
Second, make sure you've watched the Lesson on Registered Agent and that you've made your
selection.
Now, let's discuss your LLC Formation Documents.
The name of the LLC Formation Document for the State of Georgia is called the Articles
of Organization and the Transmittal Form.
These documents are not complicated and they contain basic information, including listing
your Registered Office and Registered Agent.
They will also require to list your LLc's name and the name and address of the LLC member
or members.
We will walk you through the details of the Articles of Organization and Transmittal Form
in just a couple minutes and we'll make sure that you get it filled out correctly.
Once your Articles of Organization and Transmittal Form are complete, you will need to submit
them to the State along with the filing fee.
You will find the filing fee amount, the accepted forms of payment, and the address where to
send your documents to below this video.
When submitting your documents to the State, you must send 1 original Articles of Organization,
1 copy of your Articles of Organization, and 1 original Transmittal Form.
An original document is 1 that you actually sign.
A copy is a duplication of the original document, and it is easiest to make a copy on a copy
machine.
However, if you don't have access to a copy machine, you can simply print the form again,
then fill it out and sign it.
So to repeat, when submitting your documents to the State, you must send 1 original Articles
of Organization, 1 copy of the Articles of Organization, and 1 original Transmittal Form.
Once you mail the filing fee along with your Articles of Organization and Transmittal Form,
the State will review and process your paperwork.
If there are any issues with your documents, the State will mail back a letter with instructions
on what needs to be corrected.
You will have 30 days to make these corrections and return your documents to the State for
further processing.
If you do not return these documents within 30 days, the State will abandon your filing
and keep your filing fee.
If there are no issues with your filing, the State will send back approval for your LLC
which is called the Certificate of Organization.
You'll receive the certificate within approximately 15-20 business days.
Once you receive your Certificate of Organization, your LLC is now a legally formed business
in the State of Georgia.
The Certificate of Organization will contain your LLC's Entity Control Number, a number
that is unique to your LLC and that you'll use when filing taxes and dealing with the
State.
{lease keep a copy of this document with your business records.
Do not order your EIN, also known as your Federal Tax ID Number, or start to use your
LLC for any business purposes until you have this approval.
Once your LLC is formed, paperwork with the State is not over.
As part of the ongoing requirements for your LLC, Georgia requires that you pay an Annual
Registration Fee.
Also, depending on your type of business, you will be required to file State taxes.
we discuss these items in Lesson 6 and Lesson 7.
We are now ready to fill out the Articles of Organization and the Transmittal Form.
You can download these documents below the video.
Let's get started.
The 1st document I'm going to discuss is the Articles of Organization.
This is a 1-page document that can be filled out on the computer, or it can be printed
and filled out by hand.
If you fill it out by hand, please use black ink.
Make sure to print the document on white paper that is letter-sized (that's your standard
8-and-a-half-by-11 inches).
Also, I have a professional version of Adobe Acrobat.
You may just have a simple version called Adobe Reader, and you may not have as much
functionality in order to edit and type inside the document as you see here.
If that's the case, simply print out the documents, and then fill them out by hand.
Both the Articles of Organization and the Transmittal Form do not need to be notarized.
All right, let's get started.
I've already pre-filled the documents in order to save time, and I'm using a sample company
called "ABC Widgets, LLC", and we'll pretend that myself, I'm the Organizer (the person
forming the LLC), and I'm also the Member of the LLC.
We'll just call myself "John Doe" for these purposes.
At the top of the Articles of Organization, you're essentially going to list your LLC
name twice (it's a little bit repetitive, but it is required) so, underneath Articles
of Organization, you're going to fill in your LLC name.
Make sure to include abbreviation "LLC" or "L.L.C.".
The comma that you see here is optional, so you can include a comma if you like, or you
can leave one out if you prefer.
Under Article 1, you're going to list the LLC name again, and they're going to be identical
(these 2 fields).
Under Article 2 ("Management"), you're going to check off the last box which says "Management
is by all the members".
Article 3 ("Duration"), you're going to fill in "Perpetual".
That means that the LLC is in existence until it is dissolved or shut down by the members.
Article 4 is pertaining to purpose, and you don't to add anything here (this is a standard
clause).
At the bottom of the form, you're simply going to date, sign, and print your name.
You're going to put the day of the month, then the year, print your name at the bottom,
then once you print this form out you're going to sign right where it says "Signature of
Organizer".
Remember to either print this document twice, or fill it out twice because the State requires
an original signature and then a copy.
Let's take a look at the Transmittal Form.
We're going to look at 2 examples of the Transmittal Form: one where I'm going to be my own Registered
Agent (which is common if you have an address in the State), and one where I've hired a
Commercial Registered Agent.
Again, I filled this document out ahead of time, so let's run through the different fields.
Underneath the 1st section, you're going to include your email address.
Georgia is a pretty modern and up-to-date state, and they do a lot of correspondence
via email.
Make sure to include your best email address (and one that will last for many years).
All right, let's go down to No. 1: the top field where it says "LLC Name Reservation
Number".
You're going to leave that blank as its not applicable.
Here you're going to list the name of the LLC.
It says here "List this exactly as it appears in the Articles of Organization", so make
sure that capitalization and the comma and the way that you've listed your designator
(whether it's "LLC" or "L.L.C."), make sure it's the same.
So this document is going to seem a little bit repetitive for this example because you
can see myself (I'm listed in fields 2, 3, 4 and 5).
No. 2 is the name, phone number, and address where you'd like this document sent back to.
No. 3 is the Principal Office Address of the LLC.
This can be an actual business address, or it can be a home address, and you can also
see here that the State does say that a PO Box is okay for the Principal Office Address.
However, we can't do that for No. 4 (No. 4 is a Registered Agent) In this case, I'm going
to be the Registered Agent for my LLC, so I filled in my name and my information.
And No. 5 is the name and address of each Organizer (the person forming the LLC).
So I've listed myself here and the address as well.
If you have 2 organizers, you can fill that out.
If you have more than 2 organizers, you can attach an additional sheet (make sure it's
an 8-and-a-half-by-11), and you can just simply list "These are the additional organizers
for this LLC", and include their names and address.
So let's just go back to the top real quick.
So No. 2, I want these documents sent back to me, I;m going to put my name, my address,
and I'm going put my phone number up here.
No. 3 is the Principal Office Address of this LLC.
It just so happens to be my home address.
No. 4, the name of the LLC's Registered Agent and the Registered Agent's Address.
Again, in this case, it's myself and my home address.
Only thing different here is you'll see here that "GA" is automatically filled in, and
you have to list the county.
No. 5, I'm going to list my name and address again because I'm the one forming the LLC.
Under No. 6, you're going to list the date, you're going to print your name here, you're
going to check off "Member" at the bottom, and then when you print this format, you're
going to sign on this line here.
Let's take a look at a Transmittal Form if you're using a Commercial Registered Agent.
This form is very similar: we have our email address at the top, the name of the LLC in
No. 1, we have my name, and my address and phone number in 2.
3 is the Principal Office Address.
Again, just so you know, this can be a home address, it can be a business dress, it can
be a post office.
The address doesn't even have to be in Georgia actually.
The only address that needs to be in the State of Georgia is No. 4, and in this case, No.
4 is different.
We have the name of the LLC's Registered Agent.
In this example, we're using Northwest Registered Agent, and we have their address in Roswell,
Fulton County, and the zip code.
No. 5, I have listed my name again and my address.
And in No. 6, I'm going to print my name, check this box ("Member"), put the date, and
sign on this line.
There's a few little quirks when filling out this document in PDF format.
There aren't individual fields for like, the city , the state, zip etcetera, so when you
fill out the field, you want to enter the city and then hold the spacebar to bring it
over here, fill that in, hold the spacebar to go over here and fill that in.
Other than that, these documents are pretty straightforward.
The Articles of Organization is very simple: just list the name twice, Management ("Perpetual"),
date, print and sign your name.
And then Transmittal Form, you're just going to fill this out with your basic contact information,
and yours may look a little bit different depending on if your principal office address
is different than your personal address, and whether or not you're going to be your own
Registered Agent as you can see in this example, or in this example you can see that we've
used Northwest Registered Agent.
1 question we do get is about the date (if one can forward- or backward-date this document).
You cannot forward- or backward-date this document more than 1 week.
If it does happen to be the middle of December and you don't actually need the business up
and running in December, we recommend that you wait until January before filing the documents.
That way, you don't have a business that's open for 15 days during a tax year, and that'll
save you some money and aggravation during tax season.
And that wraps up this video.
Make sure to send 1 original Articles of Organization, send in a copy of the Articles of Organization,
send in 1 original Transmittal Form, and send your filing fee.
The filing fee amount, the address where to send these 2, and the forms of payment that
are accepted, are all listed below this video.
If you have any additional questions while going through, you can also contact the State
at the phone number below this video.
And that concludes this Lesson.