Virtual Office Georgia LLC
Georgia Foreign Corporation Registration
Register a Foreign Corporation
If you’re interested in doing business in Georgia as an out-of-state corporation, you’ll have to register as a Georgia foreign corporation.
You’ll need to appoint a Georgia registered agent and file an Application for a Certificate of Authority for Profit or Nonprofit Corporation with the Georgia Secretary of State. Along with your application, you’ll have to submit a Certificate of Existence from your home state.
Get our Foreign Corporation Registration Service, and we’ll take care of your registration paperwork so you can focus on logistics, marketing, and everything else you need to do as part of expanding your business reach.
The service includes a year of registered agent service, so we’ll act as your local connection in Georgia, accepting all legal and state notices on behalf of your corporation.
What is GA Foreign Corporation Registration?
Foreign Corporation Registration Rules in Georgia
Foreign Corporation Registration
$125
+ State Fees
- Certificate of Authority filed with the GA SOS
- Complimentary use of our generic business address
- One year of Georgia Registered Agent Service
- Support from local GA filing experts
- Annual Report Renewal Service enrollment
What is a Georgia foreign corporation?
Any corporation that’s formed outside of Georgia is considered a foreign corporation in Georgia. By contrast, a corporation formed in Georgia is considered a domestic Georgia corporation.
To operate in Georgia, foreign corporations register with the Secretary of State’s Office.
Foreign registration saves your company from wasting time and work forming a new business in a new state, including having to get a new EIN and bank account, and other administrative tasks.
Is foreign corporation registration required in Georgia?
Georgia state statutes require that all foreign corporations register with the Secretary of State’s Office in order to legally transact business in Georgia.
What happens if I don’t register my foreign corporation?
If you’re operating in Georgia as a foreign corporation without having registered, and the Secretary of State’s Office finds out, you could be faced with the following negative repercussions:
- The state might impose additional sanctions against your corporation, including the inability to file a lawsuit in Georgia
- You could be held accountable for a $500 penalty, plus all the fees related to registering your corporation, if you don’t file within 30 days of beginning to operate in Georgia
Do I Need to Register My Foreign Corporation in GA?
What is “transacting business” in Georgia?
According to state law, you’re required to register your foreign corporation in Georgia when you begin transacting business within the state. But what exactly does “transacting business” entail?
Georgia state law, unfortunately, only provides some answers to this question by stating what is not considered transacting business in the state. Luckily, there are some general standards for what is considered doing business across all states in the US. If you’re not sure that your corporation’s activities in Georgia would be considered transacting business, consult with a legal professional for answers.
You most likely need to register with the state if your corporation:
- Maintains an office, warehouse, or other physical location in GA
- Has invested capital within the state
- Conducts business regularly within the state
You most likely do not need to register if your corporation only:
- Holds meetings in GA
- Owns property in GA
- Has bank accounts in GA
- Sells in GA only through independent contractors
- Goes to court in GA (for example, maintaining, defending, or settling a lawsuit)
For a complete list, refer to GA Code § 14-2-1501.
Benefits of Our Foreign Registration Service
We’re Your Local Georgia Connection
Georgia Registered Agent Service
We help you satisfy the requirement of having a registered agent physically located in the state of Georgia. Your legal docs are scanned and uploaded to your online portal the same day they’re delivered, so you view them right away, no matter where you are.
Fast and Accurate GA Formation Filing
Expanding your business across state lines involves a lot of moving parts. You don’t have time to get hung up on the paperwork. Our Georgia business filing experts will take care of your application so you don’t have to worry about it being rejected for errors.
Compliance and Mail Management Tools
Our registration package includes enrollment in our Annual Registration renewal service to help keep you in compliance with state laws. You can also add our Virtual Office or Mail Scanning Service if you need convenient mail management.
How to Register Your Foreign Corporation in Georgia
An Overview of the GA Foreign Registration Process
1. Confirm that your corporation’s name is available
Georgia state law prohibits you from registering your foreign corporation using a name that already belongs to another business in Georgia. So, if your legal business name (the one your corporation was formed under in your home state) has already been taken, you’ll have to decide on a different name to use in Georgia.
How do I find out if my corporation’s name is available?
You can use the Georgia Business Name Search to discover whether or not your name is available.
If your name isn’t being used by another registered business, you’ll most likely be able to use it in Georgia.
What if my corporation’s name isn’t available?
You have to create a new name that you can use for conducting business in Georgia if your legal name isn’t available.
The good news is that you won’t have to fill out any extra paperwork if you have to use a different name. You can simply list the name that your corporation will go by in Georgia in the field “Name of Corporation” and your legal business name in the field “Corporation’s Name in State or County of Incorporation.”
Can I reserve a name for my foreign corporation in Georgia?
If you’re not ready to file your foreign registration paperwork, but you already know what name you want to use, and you want to make sure that it remains available until you file, you can reserve that name for 30 days.
You’ll need to file a Name Reservation Request form with the Secretary of State’s Office. On the form, you’ll be able to list your top three preferences for a name, just in case one or more turn out not to be available. Name reservations cannot be renewed after 30 days, so you’ll have to file your foreign registration paperwork within that time frame.
You can file online using the Georgia Corporations Division eCorp filing tool or print off a PDF version of the Name Reservation Request Form and mail it in. The filing fee is $35.
Are there any naming rules for Georgia businesses?
Georgia state law lays out name availability standards and restricted name rules:
- Name availability standards can help you to figure out if your desired name is too similar to an existing name or not.
- Restricted name rules include words that can only be used by specific types of businesses. For example, you can’t use the word “bank” in your business name if your corporation isn’t actually a bank.
2. Obtain a Georgia Registered Agent
One of the requirements of registering a foreign corporation in Georgia is appointing a registered agent who is physically located in the state. Having a registered agent located in Georgia makes sure that the state has a way to deliver legal documents and state notifications to your company when necessary.
Because you’ll need to provide your registered agent’s name and street address on your Application for Certificate of Authority, you’ll need to designate your agent before you complete your application.
Who should I appoint as my GA registered agent?
You might consider having an employee or a lawyer located in Georgia serve as your Georgia registered agent. The most convenient and affordable solution for most companies, however, is to use a registered agent service based in Georgia.
When you use a registered agent service, you won’t have to deal with pricey lawyer fees or the stress of losing your registered agent if your employee suddenly quits. And with a professional registered agent, you can be confident that all of your legal and state notices will be accepted the first time they’re delivered and sent your way quickly.
3. Decide on your principal business address
The principal business address you provide on your Application for Certificate of Authority doesn’t need to be a Georgia address. You can list your principal office address in your home jurisdiction (state of incorporation).
However, there are a few reasons to get a Georgia business address:
- plan to set up an office in GA, but haven’t yet
- want to establish a business presence in Georgia without a physical office
- would like a Georgia mailing address, whether or not you have an office in GA
- don’t want to use the address of your office in your home jurisdiction
There are two ways to get a professional Georgia business address with us.
You can order our Georgia Registered Agent Service or Foreign Business Registration Service, and you’ll get complimentary use of our general business address.
Or, you can get our Virtual Office Service so that you get an Atlanta business address with a unique suite number for your business.
Both of these addresses can be used to register your corporation and in any other address field on your business registration application.
Get a Professional Atlanta Business Address
With our Foreign Business Registration or Registered Agent service, you get complimentary use of our general business address. You can use this address on your registration paperwork as your principal office address, as the address of the person filing your paperwork, and as the address of any of your officers to keep home addresses off the public record.
To get an address that is specific to your business with a unique suite number, get our Virtual Office Service. Virtual Office includes unlimited mail scanning for your Georgia mail and a business phone number with a Georgia area code. Plus, you’ll get a month-to-month lease for address verification if you need it.
A year of Registered Agent Service is included with our Foreign Corporation Registration Service.
Or, add Virtual Office Service to Foreign Business Registration Service for only $15 per month.
Add Virtual Office Service to your order at checkout.
4. File your Application for Certificate of Authority
When you have your corporation’s name, your Georgia registered agent, and your business address figured out, it’s time to fill out your Application for Certificate of Authority for Profit or Nonprofit Corporation.
What information do I need to fill out my application?
To fill out your application, you need the following information:
- Name of your corporation or a valid name reservation number (if you reserved a name)
- Name and address of the person filing your application
- A valid email address
- Mailing address of your principal office
- Name and street address of your registered agent
- Name and address of your CEO, CFO, and Secretary
- An original Certificate of Existence or Good Standing from your home state or country, no more than 90 days old
- A form of payment (pay by credit card online or by check, cashier’s check, or money order by mail)
How much does it cost to file the foreign corporation registration form in Georgia?
The filing fee is $235 ($225 + a $10 service charge). Fees are non-refundable.
You’ll also need to pay the fee to get a Certificate of Existence or Good Standing from your home state, which varies by state.
How do I file my application for foreign business registration online?
Go to the Georgia Corporations Division eCorp filing system. You can pay by card.
How do I file my application for foreign business registration by mail?
Download Application for Certificate of Authority CD 241, print if off, and fill it out.
Send your completed form along with check or money order to:
Office of the Secretary of State
Corporations Division
2 Martin Luther King Jr. Dr. SE
Suite 313, Floyd West Tower
Atlanta, Georgia 30334
5. File your Annual Registration each year
All businesses registered in the state of Georgia are required to file an Annual Registration each year (the equivalent of an Annual Report in some states). The purpose of your annual registration is to make sure that all of the information on file with the Georgia Secretary of State about your foreign corporation stays up-to-date. Filing your Annual Registration on time is critical if you want to steer clear of negative consequences.
Late or missing filings can result in the following penalties:
- $25 late fee if you file after the deadline
- Authority to do business in GA revoked by the SOS if you go more than 60 days past the deadline without filing your report
- $500 fine and/or additional sanctions if your authority to do business in GA is revoked and you continue to operate illegally within the state
Our Foreign Business Registration Service includes enrollment in Renewal Service to help prevent your foreign corporation from falling out of good standing with the state and suffering any of these penalties.
When is my Georgia Annual Registration due?
Annual registration filings are due by April 1st each year.
How much does it cost to file my Annual Registration?
The filing fee for profit corporations is $60 ($50 + $10 service charge), and the fee for nonprofit corporations is $40 ($30 + $10 service charge). Fees are non-refundable.
What information do I need to complete my Annual Registration?
You need the following information to complete your form:
- Name and control number of your Georgia foreign corporation
- Name and street address of your registered agent
- Mailing address for your foreign corporation’s principal office
- Name and address of each officer (Ex: CEO, CFO, Secretary)
- A valid email address
- The name and signature of the person filing the Annual Registration
What information can I update on my Annual Registration?
You can update the following information on your Annual Registration:
- Your registered agent’s name and address
- The mailing address of your foreign corporation’s principal office
How do I file my Annual Registration?
Online: Go to the Georgia Corporations Division eCorp filing portal. You can pay by card.
By Mail: Download and print out your Annual Registration form.
After completing your form, send it plus check or money order to:
Office of the Secretary of State
Corporations Division
2 Martin Luther King Jr. Dr. SE
Suite 313, Floyd West Tower
Atlanta, Georgia 30334
Can I file my Annual Registration early?
You can file anytime between January 1st and April 1st.
Georgia also offers business owners a multi-year filing option, which allows you to file your Annual Registrations for up to three consecutive years at once.
What if I need to make a change after I file my Annual Registration?
If you need to make more updates after filing your annual registration, you can file an Amended Annual Registration form. Filing is available online and by mail, and the filing fee is $30.
Georgia Foreign Corporation Registration Service
Find Our How Our Service Works
We support your business from the beginning and every year after that.
Expand your market into Georgia! We’ll serve as your local resident agent for a year and take care of your registration paperwork.
1
Sign up for service
The first step is signing up for service. After that, you’ll receive an email with your registered agent information. You’ll need to provide us with some basic information about your corporation, and then we’ll file your Application for Certificate of Authority for Profit or Nonprofit Corporation with the GA SOS.
2
Start operating in Georgia
Do what you set out to do: start making money in Georgia.
3
View documents in your portal
We’ll act as your Georgia registered agent for a year. Whenever legal or state documents are delivered on behalf of your corporation, we’ll scan those documents and upload those scans into your online portal. This will allow you to view your documents quickly and conveniently using your phone or computer wherever you are.
4
Get easy Annual Report filing
To help keep your corporation from suffering the negative consequences of missing your annual registration filing, we include enrollment in our Renewal Service for annual report filing with Foreign Corporation Registration Service.
Several months before your annual registration is due, we’ll send you an annual registration reminder, letting you know that we will file on your behalf soon. Shortly after that, we’ll file your annual registration, allowing you to stay in compliance without lifting a finger.
Renewal service is $100 plus the state filing fee, charged at filing. You can easily cancel the service inside your online portal if you prefer to file your own report.
5
Renew Registered Agent Service
After serving as your Georgia registered agent for almost a year, we’ll email you a notification so that you can renew your service and continue doing business in Georgia.
Frequently Asked Questions
Learn more about foreign corporation registration
What’s the cost to register a foreign corporation in Georgia?
The filing fee for an Application for Certificate of Authority for Profit or Nonprofit Corporation in Georgia is $235. You’ll also need to pay the fee to get a Certificate of Existence or Good Standing from your home state (fees vary from state to state).
Do I need to file an Annual Registration for my foreign corp?
Annual Registration filing is required for every corporation operating in Georgia. Filing is available online or by mail. The filing fee is $60 for profit corporations and $40 for nonprofit corporations.
You can be penalized for late or missing filings, including a $25 late fee if you file after the deadline. You can also have your right to do business in Georgia revoked if you go more than 60 days past the deadline without filing.
What is Renewal Service and how does it work?
To prevent your foreign corporation from the penalties of filing late or missing any registration filings, we include enrollment in our Renewal Service with Foreign Corporation Registration Service.
With Renewal Service, we email you well in advance of your Annual Registration due date to let you know that we’ll be filing on your behalf soon. Then we’ll file your report, so that you stay in compliance effortlessly.
Renewal Service is $100 plus the state filing fee, charged out filing. Cancel anytime in your online portal if you prefer to do your own filing.
Does my foreign corporation need to pay taxes in Georgia?
Based on the type of business you run, whether or not your corporation owns property in Georgia, whether or not you have employees in Georgia, and additional factors, you may be subject to corporate income tax, property tax, withholding tax, or other types of taxes in Georgia. If you sell tangible goods, you also need to collect and pay Georgia sales tax.
We recommend consulting with a tax professional to discover exactly what your tax responsibility might be in Georgia.
Is foreign business registration required for remote sellers?
Foreign corporation registration isn’t usually required for remote sellers if they don’t have a physical presence in Georgia.
However, all marketplace facilitators and remote sellers with a gross annual revenue of over $100,000 per year in Georgia and all out-of-state vendors who form contracts with Georgia State agencies are required to register with the Department of Revenue and to report and remit sales tax. This applies even if they have no physical presence in the state and are not registered as a foreign business entity.
If you’re unsure about whether or not you need to register your business with the Georgia Secretary of State, the GA Department of Revenue, or both, we recommend consulting a tax professional or business attorney.
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