Partnerships can be filed for online, using the Corporations Division of the Secretary of State website whether you are wishing to form within the state of Georgia as a domestic entity or you seek approval for operating within state borders as a foreign business. All filings, online or otherwise, must be done in compliance to Title 14, Chapter 8 of the Georgia State Statues. Listed below are all variations of partnerships available for filing on the government website accompanied by their respective filing fee. Checks for said fee can be made payable to the Secretary of State and must be sent with the appropriate documents upon filing. Those applying online will be able to use their credit card to pay the necessary fees.

  • Domestic Limited Partnership-$100
  • Domestic Limited Liability Limited Partnership-$100
  • Foreign Limited Partnership-$225
  • Foreign Limited Liability Partnership –$200
  • Foreign Limited Liability Limited Partnership-$225

Before filing online or submitting a paper application, the general partners of the company should decide upon a name which accurately represents the business. A Business Entity Search should be performed before the filing of any partnership to ensure that this name is unique to your entity within the state.  Before filing, representatives can choose to reserve their current partnerships name in hopes of preventing other businesses from operating under it.

How to File (Online)

Step 1- In order to file online, you will need to create an account with the Corporations Division website. This will require entering your email address, full name and address before supplying your security credentials. Once this has been completed, or if you already have an account, you can continue to the dashboard of the homepage and select the Create or Register a Business function.

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Step 2- If you plan on creating a domestic partnership, select the first option made available to you and choose the type in the drop down menu below (LP, LLLP).

Filers searching for authority to conduct business within the state can choose the second option and make their selection based on the options of LP,LLP, or LLLP.

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Step 3- You can now submit the name of your partnership into the fields below. Your 2nd and 3rd preference can also be entered. Note that you must indicate the type of partnership you plan on forming at the end of your desired name, or an abbreviation of the title (e.g. “Smith&Reed Limited Partnership” or “Smith&Reed LP”).

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Step 4- Your business purpose can be identified by choosing the appropriate NAICS (North American Industry Classification System) codes and sub-codes in the drop down menus.

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Step 5- You will now be able to enter the street address, city, state, country and zip code of your principle office. Those filing as foreign entities will also have to indicate the records address if different from the principle office. Click continue to be brought to the second page.

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Step 6- On the next page you will be asked to type in your primary email address twice and, if applicable, provide a secondary address.

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Step 7-Search for your registered agent’s name in the Corporations Division’s database by entering it into the search bar. Once it’s been identified, you will be able to select it and save it for future filings. If you cannot find the RA in the provided list, you can use the Create Registered Agent function and provide the necessary information of that individual or business.

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Step 8- The name and address of all general managers will need to be supplied at this juncture.

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Step 9- This is where the online processes differ between domestic and foreign partnerships.

Those filing as domestic partnerships will need to complete the following actions:

  • Provide any other provision not already stated in the application (up to 8000 characters)
  • Check the box that indicates that you, the signatory, believe all content entered into the application is true, complete and accurate.
  • Establish the effective date of commencement
  • Provide your authorized signature
  • Indicate the title of your position within the partnership

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Those filing as foreign partnerships will need to supply the following information:

  • Initial jurisdiction
  • Name in home jurisdiction
  • Date of formation
  • Commencement date in Georgia
  • Effective date
  • Authorized signature
  • Authorized title of signatory

You will also be required, as with a domestic partnership, to indicate that you, the signatory, believe all information entered into the application is true, complete and accurate by checking the appropriate box before clicking continue.

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Step 10- You will be able to review your information on the following page to ensure that it is as accurate as possible before continuing on to the credit card payment of the filing fee. Domestic partnerships can expect to pay $100 while foreign LPs, LLLPs will be required to provide $225. Foreign LLP’s are asked to pay $200.

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How to File a Limited Partnership/Limited Liability Limited Partnership (Mail)

Step 1- Both LPs and LLLPs can be filed using the same forms whether for domestic filers preparing a Certificate of Limited Partnership or a foreign entity applying for a Certificate of Authority. The first step is to choose which one applies to you.  A template has not been made available for a Certificate of Limited Partnership, instead a set of instructions provided by the office of the Secretary of State has been linked below.

Step 2- Fill out each form with the appropriate information.

The minimum required data for a domestic partnership are as follows:

  • 1. The name of the LP
  • 2. The Full Address of the Registered Agent and their Name
  • 3. The Full Name and Address of each General Partner
  • 4. Any other provisions the General Managers wish to include.
  • 5. Signatures of all General Partners

georgia-LP-domestic-requirementsForeign Partnerships will be required to provide the following information:

  • Email Address
  • 1-Name of LP, Name Reservation Code (if applicable), Date business began transacting in Georgia
  • 2-Name of Filer, their Phone Number and Full Address
  • 3-Name of LP in jurisdiction of original formation
  • 4-Address of Principle Place of Business
  • 5-Name of Registered Agent in Georgia and their Address
  • 6-Attached list of Names and Addresses of all General Managers
  • 7-Address where LP Records are kept
  • 8-Effective Date of Business
  • 9-Printed Name, Signature and Title of General Partner as well as the date of completing this form

Georgia-Foreign-LP-Certificate-of-AuthorityStep 3- This step applies only to domestic partnerships. You must attach with your drafted Certificate of LP, the Georgia Transmittal Form 246 containing the following information:

  • Email of Contact Person
  • 1-LP Name Reservation Number and LP Name
  • 2-Name of Person filing articles, their phone number and full address
  • 3-Principle Mailing Address of LP
  • 4- Registered Agent’s Information
  • 5-If formed prior to 1988, supply the Date of Formation,Country, Booking #, Page # (this information doesn’t apply to those forming new LPs)
  • 6-Authorized filer’s name, signature and title as well as today’s date

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Step 4- Attach to all forms, the filing fee for $100 if domestic or $225 if foreign made payable to the Secretary of State and send all items to the below address for processing.

Office of Secretary of State, Corporations Division

2 Martin Luther King Jr. Dr. SE, Suite 313 West Tower

Atlanta, Georgia 30334

How to File for a Foreign LLP (Mail)

Step 1- Filing as an LLP is only available for pre-existing foreign partnerships. It is recommended that you use the online filing system to do so, however, paper applicants for the Certificate of Authority can also be submitted in the mail. First you will begin by downloading the Certificate of Authority application and filling it out as follows:

  • Email Address
  • 1-Name of LLP, Name Reservation Code (if applicable), Date business began transacting in Georgia
  • 2-Name of Filer, their Phone Number and Full Address
  • 3-Address of Principle Place of Business
  • 4-Name of Registered Agent in Georgia and their Address
  • 5-Jurisdiction, Date of Formation, Duration and Name of LLP in Jurisdiction of original organization
  • 6-Names and Address of Managing Partner
  • 7-Address where LLP Records are kept
  • 8-Effective Date of Business
  • 9-Printed Name, Signature and Title of General Partner as well as the date of completing this form

Georgia-LLP-applicationStep 2- Mail this form, along with the filing fee of $200 payable to the Secretary of State to the below address and await the Certification of Authority as proof of existence (usually sent between 5-7 days of this filing).

Office of Secretary of State, Corporations Division

2 Martin Luther King Jr. Dr. SE, Suite 313 West Tower

Atlanta, Georgia 30334

Tips

EIN – The Online application or the filing of Form SS-4 for an Employer Identification Number will allow partnerships to be authorized to conduct financial transactions using the company name. This number is issued by the IRS to identify each tax withholding employer operating in the United States. Clicking on the links of this paragraph will provide you with step by step instructions on how to obtain this crucial identifier.

Partnership Agreement– This document is highly recommended but not legally mandatory in this state. The partnership agreement is the only piece of legal evidence which will indicate the responsibility of each managing partner, their capital contribution and ownership of the business as well as the any provision pertaining to the government of employees and the management of day to day operations. For a free template for such an agreement, click on the link at the beginning of this segment.

Renewal– An Annual Registration Form will need to be filed by each business entity in the state of Georgia, be it a corporation, partnership or LLC, between the 1st of January and the 1st of April of each year. This renewal will allow the LP/LLP/LLLP to remain in good standing with the State and will enable them to continue to do business under the Status of “Active”. The filing fees for LPs and LLLPs is $50 while Foreign LLPs will only be required to pay $30 a year.

How to (Video)