Georgia Certificate of Authority / Guide
The Georgia certificate of authority, from application to renewal
A foreign corporation, LLC or partnership gets a Georgia certificate of authority by filing the application for its entity type with the Corporations Division and paying $235, and it keeps the certificate by filing an annual registration for $60 each spring. The steps run in order: who needs it, which application to use, what to send, how to file, what to expect, and how it ends.
1. What the certificate is
Under Georgia law an entity formed elsewhere has to be authorized by the Secretary of State, through a certificate, before doing business here, and the Corporations Division grants it when an application is approved. A foreign entity is one first formed in another state. The certificate is the Division's record that the entity may lawfully operate in Georgia. It belongs in the company's permanent records, with the date of issue noted.
2. Whether the entity needs one
The Division's FAQ does not give a flat answer. It describes the question as complicated, urges every entity to talk to counsel, and notes that each entity type's statute sets out activities that fall short of transacting business (O.C.G.A. 14-11-702). Activity inside those lists requires no filing, and deciding is the entity's burden. Once an entity decides it must file, the filing is due 30 days from the day business commenced in Georgia. Our page on this question has the detail.
3. Which application
| Entity | Application | Fee with service charge |
|---|---|---|
| Profit or nonprofit corporation | Form CD 236 | $235 |
| Professional corporation | Form CD 238 | $235 |
| Benefit corporation | Form CD 239 | $235 |
| Registered LLP | Form CD 2000 | $210 |
| LLC | Form CD 241 | $235 |
| LP or LLLP | Form CD 251 | $235 |
Online, the application is built from the answers you give, so the form number matters most to filers who print and mail.
4. Papers for a corporation
A corporation assembles the corporation name or a name reservation number, the filing person's name and address, an email address, the principal office mailing address, the registered agent, and the name and address of each CEO, CFO and Secretary. The one that can derail a filing is the certificate. The Division wants an original certificate of existence or good standing, certified by the home state or country, not more than 90 days old. It adds that no copy of the home-state articles should be enclosed. The corporation page walks through the order in which to gather these.
5. Papers for an LLC
For an LLC the Division's list is shorter: the LLC's name or a name reservation number, the filing person, an email address, the principal office's mailing address, the registered agent and a manager. No home-state certificate is part of it. The application itself carries the home details and a signature from someone authorized under the law of the LLC's own state. The LLC page reads the form line by line.
6. Partnerships
A foreign limited partnership or LLLP files Form CD 251 and gives the name and address of each general partner. A foreign LLP files Form CD 2000. Their fees differ: the LP and LLLP pay $235, while the LLP fee is confirmed at filing. Tell us before ordering a partnership filing and we confirm the form items.
7. The name
On the application the name is copied from the home-state record. A reservation, $25 plus the service charge, holds a name for 30 days, ending sooner if the formation filing is submitted first; the clock starts at approval. The reservation number goes on the application. Reserving is optional.
8. The registered agent
At no time may an entity be left without a Georgia agent and a Georgia registered office. The agent must actually be present at the registered office, which is a Georgia street address and also serves as the agent's business office; boxes and mail drops do not qualify. For a foreign LLC the agent may be an individual resident of Georgia, a domestic corporation or LLC, or a foreign corporation or another foreign LLC that has a certificate of authority in Georgia (O.C.G.A. 14-11-703). For a foreign corporation the options are an individual resident of Georgia whose business office is the registered office, a domestic profit corporation, nonprofit corporation or LLC, or a foreign one authorized to transact business in Georgia (O.C.G.A. 14-2-1507; 14-3-1507). Appointing the entity itself is not allowed. The agent page covers changing and resigning.
The filing in order
Decide the entity type and form
This fixes the papers and the fee.
Order the home-state certificate if the entity is a corporation
It must be an original issued within 90 days of the Georgia filing.
Reserve the name if you wish
The hold lasts 30 days.
Fix the Georgia agent and office
A street address, with the agent on site.
Submit the filing
Online or by post; $235 for most entities.
Wait for review, or pay to shorten it
About 7 business days online, 15 by mail.
Record the certificate and diary the registration
January 1 to April 1, from the year after.
9. Online or by mail
Filing online starts with an account on the Division's eCorp site. You choose to create or register a business, pick the option for a foreign (non-Georgia) business and your entity type, answer the questions and pay by card. The Division generates the application when the filing is approved, so no paper form is uploaded. Some online filings pass through Experian identity verification first. On paper, print the form for your entity type, fill it in, and mail it to Office of Secretary of State, Corporations Division, 2 Martin Luther King Jr. Dr. SE, Suite 313 West Tower, Atlanta, Georgia 30334, enclosing a check or money order. Both routes end the same way, with review and, on approval, the certificate.
10. Timing and paid review
The Division says online filings generally take about 7 business days and paper filings about 15 from the day it receives them, depending on workload. Three paid tiers shorten the Division's own review: $120 for two business days, $275 for same-day service when the request is in by noon, and $1,200 for an hour. A fast-review request must identify someone who can field questions on the document. None of this speeds up the home state.
11. After issue: using the certificate
Georgia issues the certificate of authority to the entity once the filing is reviewed and approved. The entity can then transact business here. Where a bank or counterparty needs evidence of standing, Georgia issues a certificate of existence, priced at $10 with the service charge added, and certified copies at $10 each when under 25 pages. The Division's business search shows an entity's status by name or control number.
12. The annual registration
Each year the entity files an annual registration between January 1 and April 1. The first falls in the year after the initial filing. The fee is $60 for a profit corporation, LLC, LP or LLLP, less for a nonprofit or an LLP, with $25 added after April 1. Georgia accepts filings for one, two or three consecutive years. The annual registration page compares the three ways to file.
13. Changes during the life of the certificate
Most changes ride on the annual registration. An entity's address, its agent and its registered office can be changed on it, or on an amended annual registration at $20 plus the service charge once one has been filed this year. Amending the certificate itself costs $20 plus the service charge. A corporation's officers can be updated on either filing. For an LLC the FAQ says Georgia lists only the registered agent, and no filing exists for changing members or managers.
14. If the certificate is revoked
An entity that does not file its annual registration may have its certificate revoked. A notice of administrative dissolution goes by mail to the principal office or agent of record, and the entity has 60 days from its date to reply. Reinstatement is closed to a foreign entity. To trade in Georgia again it files a new application and pays the fee a second time. The late filing page covers the penalty that can attach.
15. Ending the authority on purpose
An entity that stops transacting business in Georgia withdraws with Form CD 555, which has no fee online and $10 on paper. The withdrawal cancels the agent's mandate and makes the Secretary of State the recipient of process on claims from the Georgia years. See the withdrawal page.
16. Records worth keeping
For each Georgia certificate, keep the filed application, the certificate and its issue date, the home-state certificate used (for a corporation), the agent's contact details, the date of the last annual registration, and a copy of any withdrawal. Notices travel to the principal office or the agent; make sure someone reads mail at both.
Paying the Division
Online filers pay with Visa, MasterCard, American Express or Discover. Paper filers send a check or money order, never cash, and the check carries a complete pre-printed address. One payment cannot cover several filings. Hand delivery allows a check, money order or card, and a bounced check or declined card adds $30.
Choosing a way to renew
For the yearly filing the Division offers three routes. One Click Annual Registration asks for no login and suits an entity whose details have not changed and whose fees are current. Annual Registration With Changes runs through the eCorp account, which also lists filing history and receipts. On paper, the postmark has to be April 1 or earlier to avoid the late fee, and the receipt takes 3 to 4 weeks to return.
Registration is only one of the steps
The Secretary of State's guide reminds applicants that the certificate is one of several things to arrange before doing business in Georgia. Taxes, local licences and trade permits are for other offices. Our filing covers the entity step only.
Having us handle it
Tell us the entity type, its home state and the date its Georgia work started. We select the application, assemble the papers, time the home-state certificate where one is needed, file and pay. For $199 we do our side. To apply on your own, the page on applying yourself follows the online route.
The first eighteen months
| When | Task |
|---|---|
| Before filing | Settle the entity type, the agent and the officers or manager; reserve the name if useful |
| Before filing, corporations only | A corporation orders its original home-state certificate |
| Filing day | Submit and pay $235 (LLC $235) |
| After filing | Certificate issues in about 7 business days online or about 15 business days from receipt by mail; record it |
| January 1 to April 1 of the next year | First annual registration, $60 |
| The spring after | Second annual registration, or a multi-year filing made earlier |
Smaller charges along the way
Beyond the application fee, the schedule lists a name reservation at $25, an amended certificate of authority at $20, a certificate of existence at $10 and certified copies at $10 each, with a service charge added where the schedule shows one. Preclearance of a document is $100, and a change to the NAICS code is $10, each with the service charge on top. All of these are add-ons you choose.
Registered agent: first year included, then $149 a year
$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Guide extras
Do I need to register the name separately from the certificate?
A name reservation is optional and separate. The application takes the entity name as the home state records it.
Guide questions answered
Does the certificate double as proof of good standing?
No. It grants permission to transact business in Georgia. Proof of standing is a separate certificate of existence, from either the home state or Georgia.
Does it expire?
It stays valid while the annual registrations are filed. Missing them can lead to revocation.
Can one application cover several entities?
Each entity files its own application and pays its own fee, since one payment cannot cover several filings.
Can I get it before I start work?
Yes. The application accepts a proposed start date, and with no date the FAQ suggests "upon qualification" or "upon filing".
Our filing fee, then the Georgia fee
Checkout lists what we charge and what Georgia charges on separate lines. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Get a Georgia certificate of authority
$199
+ $235 Georgia fee
- The Georgia application that fits your entity type, filled in from your answers
- The home-state certificate requested, where your entity type needs one
- A Georgia registered agent: our office, or the one you name
- A note of the annual registration window that follows
- Renewal: after the first year, the agent service renews at $149 a year
Georgia sources
- Georgia Secretary of State, Corporations Division filing fees and expedited processing (PDF)
- Georgia Secretary of State, Corporations Division business FAQ
- Georgia Secretary of State, Form CD 241, Application for Certificate of Authority for Foreign Limited Liability Company (PDF)
- Georgia Secretary of State, how to file an annual registration
- Georgia Secretary of State, how to guide: register a foreign entity
- Georgia.gov, renew an LLC (annual registration)
Need Georgia authority for a company?
Send us the entity type and the date it started in Georgia. We assemble the papers and file.