The Georgia Secretary of State, Corporations Division, requires all domestic and foreign business entities, including Corporations (for-profit and nonprofit), Limited Liability Companies (LLCs), Limited Partnerships (LPs), Limited Liability Partnerships (LLPs), and Limited Liability Limited Partnerships (LLLPs), to file an Annual Registration each year. This filing updates the state with current information about your entity, ensuring its good standing and compliance with Georgia law.
Why is it important to file? Filing the Annual Registration on time is crucial for maintaining your entity’s active status and good standing with the State of Georgia. Failure to file can lead to various penalties and negative consequences, including:
- Late Fee: A $25.00 late filing penalty is assessed if the report is not filed by the April 1st deadline.
- Administrative Dissolution/Revocation: If the Annual Registration is not filed within 60 days after the April 1st deadline, your entity may be administratively dissolved (for domestic entities) or its authority to transact business in Georgia may be revoked (for foreign entities). This means your business loses its legal standing.
- Loss of Name Protection: Your entity’s name may become available for others to use.
- Inability to Conduct Business: A dissolved or revoked status can hinder your ability to legally conduct business, enter into contracts, or maintain professional licenses.
- Complex Reinstatement: Reinstatement requires filing all delinquent annual registrations, paying all associated fees and penalties, and can be a more involved process.
When is it due? The Georgia Annual Registration filing period is from January 1st through April 1st of each year. The report must be filed and received by the Georgia Secretary of State by April 1st to avoid the late fee and risk of dissolution. You can file as early as January 1st.
What information is required? The Georgia Annual Registration typically requires verification or updating of the following information:
- Your entity’s legal name and Georgia Control Number.
- The current street address of your principal office.
- The name and physical street address of your Georgia Registered Agent.
- For Corporations (for-profit and nonprofit): Names and addresses of your principal officers (CEO, CFO, and Secretary). Note: Georgia generally does not require listing of directors or LLC members/managers on the annual registration.
- A valid business email address.
Please note: You generally cannot change your entity’s name or structure through the Annual Registration. Separate amendment filings are required for such changes.
What are the Filing Fees? The filing fees for the Georgia Annual Registration, if filed by April 1st, are as follows (an additional $5.00 service charge generally applies for online filings, and a $10.00 service charge for paper filings):
- Corporations (For-Profit): $50.00 (online) / $60.00 (paper)
- Limited Liability Companies (LLCs): $50.00 (online) / $60.00 (paper)
- Limited Partnerships (LPs) & Limited Liability Limited Partnerships (LLLPs): $50.00 (online) / $60.00 (paper)
- Foreign Limited Liability Partnerships (LLPs): $25.00 (online) / $35.00 (paper)
- Non-Profit Corporations: $30.00 (online) / $40.00 (paper)
Remember the $25.00 late fee if filed after April 1st.
For Non-Profit Corporations in Georgia, please also note the following:
- Annual Registration with Secretary of State: Non-profit corporations are required to file an Annual Registration with the Georgia Secretary of State. The due date is the same: between January 1st and April 1st each year. The filing fee is $30.00 (online) / $40.00 (paper). Nonprofits are also subject to the $25.00 late fee.
- Charitable Solicitation Registration (if applicable): If your non-profit solicits charitable contributions in Georgia, it is generally required to register and renew annually with the Georgia Secretary of State, Securities & Charities Division.
- Due Date: This registration is generally valid for twenty-four (24) months, and renewal is required on or before its expiration date.
- Required Attachments: Renewal typically involves submitting a completed renewal notice, financial statements (audited or reviewed depending on revenue thresholds), and copies of your federal IRS Form 990 or Georgia Form C-200.
- Filing Fee: Generally $20.00.
- Federal IRS Form 990 Series: As a federally tax-exempt organization, your non-profit must file an annual information return with the IRS (Form 990, 990-EZ, 990-PF, or 990-N, depending on your gross receipts and assets). This is typically due by the 15th day of the 5th month after your fiscal year ends (e.g., May 15th for a December 31st fiscal year-end).
How can we assist you? We can assist you with the preparation and online filing of your Georgia Annual Registration and any applicable non-profit renewals to ensure they are submitted accurately and on time. Our services for these filings include:
- Gathering the necessary information.
- Accessing the Georgia Secretary of State’s online portal (or preparing paper forms if preferred) and completing the report.
- Submitting the filing and arranging payment of the applicable fees.
- Confirming receipt with the Georgia Secretary of State’s office.
What we need from you: To facilitate these filings, please provide us with the following information if there have been any changes since your last filing or if we don’t already have it on file:
- Any changes to your principal office street or mailing address.
- Changes in your Registered Agent or Registered Agent’s address in Georgia.
- For Corporations (for-profit and nonprofit): Any changes to your CEO, CFO, or Secretary.
- Updated contact information for your entity.
- For non-profits, details on any changes to your board of directors or charitable solicitation activities, and your gross contributions/revenue for the past fiscal year.
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Please contact us at your earliest convenience to discuss your Georgia compliance obligations. We can help ensure your entity remains in good standing and avoid any potential penalties.
We look forward to hearing from you.
Sincerely,
SURE FINANCIAL AND TAX SERVICES LLC
