The Georgia LLC operating agreement is a legal document that will assist the member(s) of any size business, to create an outline of the organization’s standard operational procedures, organization of the business and other important aspects of the entity that shall be agreed upon by the managing members.
The State of Georgia does not require any business or entity to file this document. That being said, it’s highly recommended that all entities put this agreement in place. The document shall provide the separation of personal assets from the business. This is required, in order to keep the company from becoming vulnerable, in the event of any sort of litigation or failure in the business. To implement the document will also provide tax benefits that, without the document, would not be possible under current laws.
The member(s) should diligently read the entire document to ensure that they are clear with regard to the language of the form. The member(s) may consider a consultation with a knowledgeable attorney for clarification.
Table of Contents
Multi-Member – For use by entities with more than one member/owner to place into writing, with the unanimous agreement of all members, the outline of the agreement.
Single-Member – For use of a single owner of a business. This document is designed specifically for the purpose of outlining the business of a sole proprietor.
Before submitting any filings to the Georgia Corporations Division, it is advisable that a is conducted to investigate the availability of your chosen operating name. Any duplicate or similar names will be rejected by their offices. Ensure that the name you decide on includes the words Limited Liability Company or the abbreviation L.L.C./LLC.
Step 1 – Registered Agent
Each LLC must nominate a Registered Agent who shall receive service of process notices, annual filings, and other documents on the business’s behalf. The Registered Agent may be a:
- Foreign Corporation with the authority to transact business in the State
- Individual resident of the State
Step 2 – Articles of Organization/Certificate of Authority
Applicants must complete thsv-servis24.ru required by the Georgia Corporations Division. Select the form below which corresponds with your particular LLC type.
- Domestic – Articles of Organization
- File – or *Adobe PDF
- Foreign – Certificate of Authority
- File – or *Adobe PDF
*Adobe PDF applications must include the original form, one copy, and if the LLC is Domestic, the Transmittal Form 231.
Note that those filing Online will be required to in order to access the filing system.
Step 3 – Pay the Filing Fee
The requisite fees are as follows:
- Domestic – $100
- Foreign – $225
Online applicants will be instructed to pay the fee by credit card. If filing by mail, attach a check made out to the ‘Secretary of State’ and deliver your filings to the below address:
Office of Secretary of State, Corporations Division, 237 Coliseum Drive, Macon, Georgia 31217-3858
Step 4 – Operating Agreement
An operating agreement is a legal document that outlines the personal interests of the member(s), the management architecture, and various other provisions related to the operating structure of the LLC. The form is not required by State law, however, it is recommended that one is implemented in order to aid in the overall performance of the business.
Step 5 – Employer Identification Number (EIN)
Any business that plans on performing financial transactions using the company name will be required to apply for an Employer Identification Number (EIN). It is best to apply for an EIN immediately after filing with the Georgia Corporations Division as it will be required to hire employees, apply for financing, acquire company credit cards, etc. The following methods of application are available:
- Online – Apply on the
- By mail – Adobe PDF Form SS-4
Step 1 – Establishing the Document – Provide the name of the company in the first line of the document.
Step 2 – The Operations Agreement – Enter the date in which the agreement will be entered into between members.
- Check the box that’s applicable
- Enter the required information behind each selected and checked box
- Single-Member – Provide the name of the company and the state where the company shall reside. Provide the owner’s name. Enter the owner’s business address
- Multi-Member – Enter the name and address of each member
Step 3 – Name and Principal Place of Business – Submit the following:
- The company name
- The address where the business shall be situated
- The city where the business address shall reside
Review the remaining information in this section. Be certain to enter all requested information as required.
- Enter the date the company is formed, in dd/mm/yy format
- Review the information within the following two titles:
Member Capitol Contributions –
- Check the applicable box
- Single-Members – Review the information contained within the paragraph
- Multi-Members – Enter the names and each member’s contributions (respectively)
- All members must carefully read the remaining information in this section
Distributions – Members must read all the information under this title.
- Check the box that applies
- Single-Members – Review all of the information behind the box
- Multi-Members – Submit all member’s names. Enter each member’s Percentage of Interest (ownership)
- All members must continue to review the remaining information
Step 4 – Books, Records and Tax Returns –
- Check an appropriate box
- Review all information behind the box selected
Proceed by carefully reviewing all of the following titles:
- Bank Accounts
- Management of the Company
- Select and check the applicable box
- Single-Member – Review all of the information provided under this title
- Multi-Members – Read all of the information beyond the box
- Enter the maximums/limits into each line provided
Step 5 – Titled Sections – All members must check the box if applicable and read, carefully, the information provided, as follows:
- Meetings of Members – Submit an annual date when all members should expect to meet
- Assignment of Interests
- Ownership of Company Property (single-member only, check the box and read the information under this title)
- Right of First Refusal
- Admission of New Members
- Withdrawal Events
- Dissolution and Liquidation – Select the applicable box and review all of the applicable information behind each respective box
- Representations of Members
- Certificates Evidencing Membership – Multi-Member – Enter the name of the company and submit the date of when the document becomes effective, in dd/mm/yyyy format
- Indemnification (single-members)
Step 6 – Signatures –
- Provide the date of the execution of the agreement, in dd/mm/yy format
- Enter the name of the company
- Enter the signature of a company representative in the “By:” line
- All members must provide signatures
When the document is complete and all aspects of the agreement have been agreed upon, copies must be produced and provided to all members for record keeping. The document should be kept in a safe location.