How to Form Corporation in Georgia

Quick Answer

Forming a corporation in Georgia costs $100 in state filing fees with a processing time of approximately 7-10 business days. You’ll need to file Articles of Incorporation with the Georgia Secretary of State, appoint a registered agent, and maintain ongoing compliance including a $50 annual registration fee.

Step-by-Step Formation Process

1. Choose a Corporate Name

   • Search the Georgia Secretary of State’s business name database to ensure availability
   • Your name must include “Corporation,” “Incorporated,” “Company,” or an abbreviation like “Corp.,” “Inc.,” or “Co.”
   • Reserve your name for 30 days by filing a Name Reservation form if needed

2. Appoint a Registered Agent

   • Georgia law requires every corporation to have a registered agent with a Georgia address
   • The agent must be available during business hours to receive legal documents
   • You can serve as your own registered agent or hire a professional service

3. Prepare Articles of Incorporation

   • Download Form CD-401 (Articles of Incorporation) from the Georgia Secretary of State website
   • Include required information: corporate name, registered agent details, number of authorized shares, and incorporator information
   • The form must be signed by at least one incorporator

4. File with the Secretary of State

   • Submit Articles of Incorporation online through the Georgia Secretary of State portal at sos.ga.gov
   • Pay the $100 filing fee by credit card or electronic check
   • Alternatively, mail the completed form with a check to the Corporations Division

5. Obtain Federal EIN

   • Apply for an Employer Identification Number (EIN) through the IRS website
   • This is required for tax purposes and opening business bank accounts
   • The EIN application is free directly through the IRS

6. Create Corporate Bylaws

   • Draft bylaws outlining your corporation’s internal operating procedures
   • While not filed with the state, bylaws are essential for corporate governance
   • Include provisions for meetings, voting procedures, and officer duties

7. Hold Organizational Meeting

   • Conduct your first board of directors meeting
   • Adopt bylaws, elect officers, and issue stock certificates
   • Document all actions in corporate minutes

Costs Breakdown

As of April 10, 2026, here are the mandatory costs to form a corporation in Georgia:

Fee Type	Cost	Notes
Articles of Incorporation Filing Fee	$100	Required state fee
Name Reservation (optional)	Contact SOS	If needed before filing
Registered Agent Service	$100-300/year	If hiring professional service
Federal EIN	Free	Apply directly through IRS
Total Minimum Cost	$100	If serving as own registered agent

Additional optional costs may include attorney fees, accounting services, and business formation services. The $100 state filing fee is among the most affordable in the United States.

Requirements Checklist

Before filing your Articles of Incorporation, ensure you have:

• Chosen an available corporate name that complies with Georgia naming requirements
• Selected a registered agent with a Georgia street address
• Determined the number of authorized shares to include in your articles
• Identified at least one incorporator to sign the filing documents
• Prepared payment for the $100 filing fee
• Decided on initial directors and officers
• Planned your corporate structure and bylaws

The registered agent requirement is mandatory under Georgia law and cannot be waived. If you don’t have a Georgia address, you must hire a professional registered agent service.

Tax Implications

Georgia corporations face both federal and state tax obligations:

State Income Tax: Georgia imposes a corporate income tax with rates ranging from 1% to 5.49% based on net income levels. This applies to all corporations doing business in Georgia.

Federal Corporate Tax: C-Corporations pay federal corporate income tax at a flat 21% rate on profits, with potential double taxation when profits are distributed as dividends to shareholders.

Sales Tax: If your corporation sells taxable goods or services, you’ll need to register for Georgia sales tax. The base state rate is 4.0%, with additional local taxes possible.

Franchise Tax: Unlike some states, Georgia does not impose a separate franchise tax on corporations, making it more cost-effective for business operations.

Employment Taxes: If you have employees, you’ll need to register for Georgia unemployment insurance and workers’ compensation, plus handle federal payroll tax obligations.

Consult with a tax professional to understand your specific obligations and potential tax strategies, as corporate taxation can be complex depending on your business activities and structure.

Ongoing Obligations

After formation, Georgia corporations must maintain several compliance requirements:

Annual Registration: File an Annual Registration form and pay the $50 fee by April 1st each year. This maintains your corporation’s good standing with the state.

Corporate Minutes: Hold annual shareholder meetings and regular board of directors meetings. Document all major corporate decisions in written minutes.

Tax Filings: File Georgia corporate income tax returns (Form 600) annually, typically due by the 15th day of the fourth month after your tax year ends.

Registered Agent: Maintain a registered agent with a Georgia address at all times. Update the Secretary of State if you change agents.

Corporate Records: Keep proper books and records, including financial statements, meeting minutes, and stock transfer records.

Failure to meet these obligations can result in administrative dissolution, loss of good standing, or penalties. The $50 annual registration fee is due regardless of whether your corporation is actively conducting business.

Registered Agent

Every Georgia corporation must have a registered agent—an individual or business entity authorized to receive legal documents and official correspondence on behalf of the corporation.

Requirements: The registered agent must have a Georgia street address (not a P.O. Box) and be available during normal business hours. The agent can be:

• A Georgia resident who consents to serve
• A domestic corporation or LLC
• A foreign corporation or LLC authorized to transact business in Georgia

Responsibilities: The registered agent receives service of process, tax notices, and other official documents. They must promptly forward all correspondence to the corporation.

Options: You can serve as your own registered agent if you have a Georgia address and will be available during business hours. Alternatively, professional registered agent services typically charge $100-300 annually and provide additional benefits like compliance reminders and mail forwarding.

Changing Agents: If you need to change registered agents, file a Statement of Change of Registered Office/Agent with the Secretary of State.

Common Mistakes to Avoid

1. Choosing an Unavailable Name: Always search the Georgia business database before settling on a corporate name. Similar names may be rejected even if not identical.

2. Inadequate Registered Agent Planning: Don’t assume you can always serve as your own registered agent. If you travel frequently or move out of state, you’ll need a professional service.

3. Ignoring Corporate Formalities: Failing to hold meetings, keep minutes, or maintain separate corporate records can jeopardize your limited liability protection.

4. Missing Annual Registration Deadlines: The April 1st deadline for annual registration is firm. Late filings result in penalties and potential administrative dissolution.

5. Confusing Corporation Types: Ensure you’re forming the right type of corporation (C-Corp vs. S-Corp) for your tax and ownership goals.

6. Insufficient Capitalization: While Georgia doesn’t require minimum capital, ensure your corporation has adequate funding to meet its obligations and maintain credibility.

7. Neglecting Tax Obligations: Register for all applicable state and federal taxes from the start. Playing catch-up later is more expensive and complicated.

Related Guides

• How to Form Corporation in Florida 2026: $70 Filing Guide
• How to Form Corporation in Virginia 2026: $100 Filing Guide
• How to Form Corporation in Wyoming 2026: $100 Filing Guide
• How to Form Corporation in Colorado 2026 - $50 Filing Fee
• How to Form Corporation in Massachusetts: 2026 Guide

FAQ

How long does it take to form a corporation in Georgia?

Processing time for Georgia Articles of Incorporation is typically 7-10 business days when filed online. Expedited processing may be available for an additional fee. Mail filings generally take longer due to postal delivery time.

Can I form a corporation without a Georgia address?

You must have a registered agent with a Georgia street address, but you don’t need to be a Georgia resident yourself. If you live out of state, you can hire a professional registered agent service to meet this requirement.

What’s the difference between authorized and issued shares?

Authorized shares are the maximum number of shares your corporation can issue as stated in the Articles of Incorporation. Issued shares are the actual shares distributed to shareholders. You can authorize more shares than you initially plan to issue to allow for future growth.

Do I need an attorney to form a corporation in Georgia?

While not legally required, consulting an attorney is advisable for complex situations or if you’re unfamiliar with corporate law. For straightforward formations, you can complete the process yourself using the Secretary of State’s forms and guidance.

Can a Georgia corporation elect S-Corporation tax status?

Yes, after forming your corporation in Georgia, you can elect S-Corporation tax treatment by filing Form 2553 with the IRS within 75 days of formation or by March 15th of the tax year you want the election to take effect.

What happens if I don’t file the annual registration?

Failure to file the annual registration by April 1st results in a corporation being placed in “not in good standing” status. Continued non-compliance can lead to administrative dissolution, requiring reinstatement procedures and additional fees.

Can I change my corporation’s name after formation?

Yes, you can change your corporate name by filing Articles of Amendment with the Georgia Secretary of State. The new name must be available and comply with Georgia naming requirements. There’s typically a filing fee for amendments.

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This information is for educational purposes only and should not be considered legal or tax advice. Consult with qualified professionals regarding your specific business formation needs and compliance requirements.