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In Georgia, a foreign corporation (also known as an out-of-state corporation) is a corporation that was initially formed in another state. In order to expand your business into Georgia, you must first register your corporation with the Georgia Secretary of State.
Even if you already have a registered agent in the original state of formation, to register in Georgia, are you are required to have a Georgia Registered Agent as well.
Our Out-of-State Corporation Registration Package includes Georgia registered agent service, official business documents, and same-day filing.GET STARTED
If your out-of-state corporation is seeking to do business in Georgia, you must first acquire a Certificate of Authority for Foreign Corporation from Georgia’s Secretary of State.
An out-of-state corporation, also known as a “Foreign Corporation,” is any corporation that has been formed in a state other than Georgia. For example, if your corporation was formed in Alabama, but you want to expand your business into Georgia, you will need to register your corporation with the Georgia Secretary of State.
The first step to obtaining a Certificate of Authority for Foreign Corporation is getting a Certificate of Good Standing or a Certificate of Existence from the state that your corporation was originally incorporated in. You can do this through the Secretary of State Office in that state, typically through their website.
Once you have the Certificate of Good Standing or Certificate of Existence, you have 90 days to file an Application for Certificate of Authority for Foreign Corporation with the Georgia Secretary of State. This can be completed online or by mailing the completed application to the office. Both methods require a $225 filing fee. A PDF of the application is available from the Georgia Secretary of State website.
Filing the Application for Certificate of Authority for Foreign Corporation in Georgia costs $225. You are also required to pay an annual registration fee of $25.
In order to comply with § 14-2-202 of the Georgia Code of Rules, the following information must be included on your Application for Certificate of Authority for Foreign Corporation:
In addition to the completed Application for Certificate of Authority for Foreign Corporation, you must include a copy of the Certificate of Good Standing of Certificate of Existence from the initial state of incorporation with your submission.
If the name of your corporation isn’t available in the state of Georgia, you must choose an assumed name for use in Georgia. You can do this by filing a DBA form that will be provided at the Clerk’s Office of the county that you will primarily be doing business out of.
You’ll have to qualify your corporation as foreign in Georgia if your business is “conducting activities” in Georgia. If you have an online business that statement may seem very vague. Typically, what the state means by “conducting activities” or “transacting business” is that you are physically doing business in the state in one of the following capacities:
Most online companies who ship items to every state in the US do not need to register as foreign corporations in Georgia. However, if you’re unsure, you may want to consult a business attorney.
If you get caught (and if you’re physically operating in the state, it’s likely that you will), you’ll have to pay a bunch of fees and penalties. You also won’t be able to take people who owe your corporation money to court in Georgia. So, it’s probably worth the effort to just save yourself the headache and register as a foreign corporation with the state if you need to do so.
We charge $100 plus the Georgia State filing fee to prepare and file the foreign corporation Certificate of Authority form with the Georgia Secretary of State. We also will find the documentation needed from the home state of your incorporation to file your documents. If you want to submit the paperwork yourself, you just need to sign up for our Georgia registered agent service and the foreign corporation form is in your client account immediately. As an added bonus, we’ve included some filing tips on how to make the filing with the state easier. Your business needs to have a Georgia registered agent anyway, so we try to make this a simple process for you, whether you want us to submit your papers or you want to do the filing yourself.