Starting a Georgia Corporation
Georgia is gradually becoming a popular destination for technology affiliated startups and is considered one of the vibrant ecosystems for innovation and investments. So, if you are wondering how to form a corporation in Georgia then you need to ensure proper business mapping prior to launch. The following processes will help you to fulfill all the requirements for starting a new business in the state.
1. Name Georgia Corporation
In order to register a corporation in Georgia, you will need to have a business name. Naming a new business or startup is considered one of the toughest brainstorming processes but it is also the most important. You can use name generator tools or simply ideate based on the products or services you are planning to launch. There are certain naming guidelines of the state that you will need to follow and they are:
- The chosen name should contain “corporation”, “incorporated”, “company”, and “limited”, or the abbreviation like “corp.”, “inc.”, “co.”, or “ltd.”, pursuant to GA Code § 14-2-401 (2020).
- The business name should be distinguishable from the names of any other business entity that exists in the records of the Secretary of State including nonprofit corporations, limited partnerships, professional associations, and fictitious names of a foreign corporation among others.
- The chosen name should not exceed 80 characters and this includes spaces and punctuation.
Once you have identified a business name; you need to conduct a Georgia business entity search also known as a name availability search. If the chosen name is available then you have to apply for a reservation of the specified name in order to register a Georgia Corporation online. You can submit a name reservation request form with the office of the Georgia Secretary of State. The name can be reserved for 30 days and the filing fee is $25.
2. Appoint Georgia registered agent
If you are wondering how to form a corporation in Georgia then it is important to note that there is a new business formation process that you are required to undergo. This process involves the filing of incorporation documents and name reservation while maintaining compliance with all state laws. The process may seem complex and involve extensive documentation and this is where a reputable Georgia registered agent like IncParadise can assist you.
In order to form a corporation in Georgia, you will need to designate and continuously maintain a registered agent in the state pursuant to GA Code § 14-2-501 (2020). IncParadise can be your Georgia registered agent as we have knowledge of the state laws and the processes involved for new business incorporations. We can help you to incorporate your startup into the state and also help you to maintain the annual requirements of the state.
3. Choose Georgia Corporation’s initial directors
A corporation’s initial directors are the first directors that are named in the articles of incorporation or have been elected during an organizational meeting. The initial directors are important requirements if you want to incorporate in Georgia. These directors have to serve until the shareholders of the company hold the first meeting to elect successors. The corporation’s initial directors may consist of one or more members although the numbers can be changed using the by-laws of a corporation.
4. File Georgia Articles of incorporation
Once you have planned to incorporate in Georgia, you have to ensure all state requirements are fulfilled where documentation is concerned. You will be required to prepare and submit the Articles of Incorporation pursuant to GA Code § 14-2-202 (2020). You can register a Georgia Corporation online or the articles can be hand-delivered or mailed to the Corporations Division. If you are planning to submit the articles in-person or by hand then it has to be submitted to the Corporations Division.
Alternatively, IncParadise can assist with the filing of your Articles of Incorporation. We are incorporation specialists and with our help, you will be able to ensure compliance with state regulations and also save valuable time.
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5. File notice of incorporation
If you are planning to form a corporation in Georgia then one of the important requirements is to file a notice of incorporation. This is also known as Publication of Notice of Intent to File Articles of Incorporation. It involves delivering an undertaking to the Secretary of State that the said corporation will publish a notice of the filing of the articles of incorporation pursuant to GA Code § 14-2-201.1 (2020). The notice has to be published in one of the top newspapers in the county or city where the business is based. This notice has to be published at least once a week for two consecutive weeks.
6. Prepare bylaws for Georgia Corporation
When you form a corporation in Georgia, one of the important areas to focus on is the preparation of the corporation’s bylaws. The bylaws have to be adopted by the board of directors or incorporators of the said corporation pursuant to GA Code § 14-2-206 (2020). The bylaws are considered to be the governing rules on the basis of which a corporation will operate. If you have been thinking about how to form a corporation in Georgia then you need to start by preparing bylaws. Bylaws are different from the Articles of Incorporation and are not submitted to the office of the Secretary of State.
7. Get an EIN
If you are planning to register a Georgia Corporation online or offline then there are certain requirements that you need to fulfill to make the business operational. One such requirement is that of applying for and obtaining an Employer Identification Number (EIN). This is a unique 9 digit number that is assigned by the Internal Revenue Service (IRS) to business corporations. It is also known as the Federal Employer Identification Number (FEIN) and helps file corporate or business taxes in the state.
8. Hold an organizational meeting
One of the steps toward forming a corporation in Georgia is to hold an organizational meeting. This is a key event and it is a form of initial meeting undertaken by the incorporators and the elected board (initial) of directors. The primary objective of the organizational meeting is to execute tasks integral to the functioning of the corporation like:
- Drafting articles of incorporation to form a corporation in Georgia
- Distribution of initial shares
- Election of officers
- Drafting as well as approving the corporate bylaws
- Voting towards accepting the corporate seal
- Voting towards accepting the stock certificates
9. Open a bank account for Georgia Corporation
If you are planning to register a corporation in Georgia then opening a business bank account is highly recommended. A business banking account is also known as a checking account is crucial for keeping your personal and business expenses as well as income separate. This helps in ensuring clean record-keeping and proper filing of taxes. One of the benefits of incorporating in Georgia is that there are several top banks where you can open an account including Wells Fargo and JPMorgan Chase.
10. File Georgia reports and taxes
Once you form a corporation in Georgia you may be required to pay taxes annually in the state. According to the 2020 Georgia Code, Title 48 – Revenue and Taxation, Chapter 7 – Income Taxes, § 48-7-21, a domestic as well as foreign corporation conducting business in the state has to pay income taxes annually equivalent to 5.75 percent of the Georgia taxable net income of the said corporation. This tax is also known as the corporate income tax. If you register a Georgia Corporation online or offline, your company may also be required to pay a net worth tax. This tax is based on the net worth of the company although corporations with a net worth lower than $100,000 are not required to file this tax.
When you register a corporation in Georgia, you will need to also ensure all annual state requirements are fulfilled. Apart from the taxes, you have to file Annual Registration, which is a type of Annual report. It has to be filed annually between January 1 and April 1 each year along with a filing fee of $50.