As it pertains to Georgia, a foreign LLC, also know as an out-of-state LLC, is any limited liability company formed outside the state of Georgia. All LLCs formed in states other than Georgia must register in order to do business in GA.
If you own or operate an LLC outside of Georgia and wish to expand your business into the Peach State, you will ultimately have to register your LLC as a foreign LLC in Georgia.
To register a foreign LLC in Georgia you must file an Application for Certificate of Authority for Foreign Limited Liability Company. The Application for Certificate of Authority for Foreign Limited Liability Company costs $225 to file and can either be filed online at the Georgia Secretary of State’s website or mailed in to the Georgia Secretary of State.
To qualify a foreign LLC in Georgia you must file the Application for Certificate of Authority either online at the Georgia Secretary of State website, or via mail. The forms necessary to complete the filing are available online as PDFs as well.
All foreign entities must have a registered agent in Georgia. You can hire us as your Georgia registered agent for just $49 a year. If we are your registered agent, we can file your Application for Certificate of Authority for Foreign Limited Liability Company for an additional $100—just add the filing in your online account.
In accordance with Georgia Code § 14-11-702, you must include the following information:
You must pay a $225 filing fee to submit the Application for Certificate of Authority for Foreign Limited Liability Company. Additionally, once the LLC is qualified as a foreign LLC in Georgia, the LLC must file annual registration with the Secretary of State. Annual registrations cost $25 to file.
You need to register or qualify if your LLC is “conducting activities” or “transacting business” in Georgia, but in the digital age those terms have been rendered more nebulous. You may want to consult an attorney if you’re unsure, but typically such conditions are met if your LLC has a physical presence in Georgia by way of:
If the name of your LLC is already taken in Georgia, or is not permitted by Georgia LLC naming guidelines, you must choose a new name for the foreign LLC that will be transacting in Georgia. A directory of claimed LLC names can be found on the Georgia Secretary of State’s website.
Yes, your LLC could be liable for fees and assorted penalties. Not only will you not be able to sue to collect debts, but you will not be able to represent your LLC in any legal matters because in the eyes of Georgia Courts, your LLC has no legal standing.