1. Georgia Specific Requirements
2. Additional Requirements
3. Components of the Articles of Incorporation
4. Additional Required Paperwork
5. Annual Registration and Officers
6. Corporation Naming Guidelines
7. Forming a Georgia Nonprofit
8. Articles of Incorporation for Georgia Nonprofits
9. Additional Requirements for Nonprofits in Georgia
10. Obtaining Tax Exempt Status

Learning how to file Articles of Incorporation in Georgia correctly is important. You have to reserve the name you are planning on using prior to becoming incorporated and must publish your intent to do so in the newspaper.

Georgia Specific Requirements

As an incorporator, you create the organization, sign the Articles of Incorporation, and file them with the Secretary of State. Georgia requires that the name and address of all incorporators be included in your Articles. Articles must be signed by one of the following:

  • The Incorporator
  • A lawyer
  • Board of Directors chairperson
  • Corporate Officer

Additional Requirements

To comply with Georgia law, you must state the maximum number of stock shares, which has to be greater than zero, that your corporation will be allowed to issue without making changes to the Articles. Your articles are considered in effect once the following pieces are filed with the Secretary of State:

All Georgia corporations must have a registered agent named in the Articles of Incorporation who can receive government, tax, and legal documents at a physical location during normal business hours.

Components of the Articles of Incorporation

Your Articles must include the following pieces:

  • Corporation name as it will be listed on all legal documents
  • Mailing address of principal office, which can be a PO Box, where you will receive all correspondence from the Corporations Division

Additional Required Paperwork

As a corporation, you are required to file the initial registration form, listing its three main officers, and the required filing fee within the first 90 days of being incorporated and every year following. If your corporation is formed between the dates of October 2 and December 31, your initial form must be filed between the dates of January 1 and April 1 of the next year.

Annual Registration and Officers

Your corporation must file their annual registration form with the Secretary of State, listing three principal officers within 90 days of incorporating. Failing to do so can result in an administrative dissolution, where a $250 fee to reinstate will be applied.

Corporation Naming Guidelines

One of the first things you need to do is select a name for your company. Once you have selected a name, you must reserve it and pay the reservation fee online. Your name needs to be exclusive to you, can not purposely be too close to a name previously recorded with the Secretary of State, and end with one of the following suffixes:

  • Corporation
  • Corp.
  • Incorporated
  • Inc.
  • Company
  • Co.

Forming a Georgia Nonprofit

The following steps are guidelines for forming a nonprofit in Georgia:

  1. Create a name with an approved suffix.
  2. Identify incorporator(s) and specify the number in your bylaws.
  3. Establish bylaws.
  4. File the Articles of Incorporation for Georgia nonprofits at the Corporation Division.
  5. Complete, file, and submit payment for annual reports to the Georgia Secretary of State.
  6. Hold an initial meeting where a board of directors will be appointed, and bylaws will be approved and adopted.
  7. Request 501c3 tax-exempt status and Employer Identification Number (EIN) from the IRS for your nonprofit. You will receive a Letter of Determination in the mail notifying you of their decision.

Articles of Incorporation for Georgia Nonprofits

The following needs to be included when you submit your articles:

  • Original Articles on standard white 8.5 x 11 inch paper
  • A copy of Articles
  • Transmittal Form 227
  • Filing fee

Once submitted, you will be emailed an identification number within one day, which will remain effective for the next 30 days.

Additional Requirements for Nonprofits in Georgia

To start a Georgia nonprofit, you need submit your intent, plus the publication fee of $40, to the official newspaper of the county in which your incorporation will be located within one business day after filing.

Obtaining Tax Exempt Status

Additional language in Articles, found in IRS Publication 557, is required if seeking tax exempt status. Seeking tax exempt status at a later date will require amending Articles and additional filing fees. Once complete, you can seek Georgia tax exempt status.

If you need help with how to file Articles of Incorporation in Georgia, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law, and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures and Airbnb.