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Information about setting up new company
For-profit corporations
- A corporation is a legal entity, created by statute (i.e., the
state) with all the rights, privileges and responsibilities of a
natural person; possessing the attributes of limited liability,
centralized management, continuity of life and free transferability
of interest.
The name of the corporation
- The name shall include the word "Corporation", "Company",
"Incorporated", "Limited", or an abbreviation thereof. The name
shall not exceed 80 characters, including spaces and punctuation.
The name may not contain language stating or implying the
corporation is organized for a purpose other than that permitted by
Georgia law or the articles of incorporation. The name may not
contain anything that, in the reasonable judgment of the Secretary
of State, is obscene. The name must be distinguishable from the
other corporation names in the state.
Corporations are formed by filing articles of incorporation
with the Secretary of State. The minimum filing requirements of
Georgia law are outlined herein. Many other provisions may, and
perhaps should, be included in the articles. It is very simple to
incorporate. The question of whether or not a person or entity
should incorporate is complex. The Corporations Division strongly
recommends that filers obtain professional legal, tax and/or
business advice to assure the filer’s goals and
intentions are met, and that requirements of the law are satisfied,
both before and after incorporation.
Articles of incorporation must include the information
described in O.C.G.A. 14-2-202 (profit) or O.C.G.A. 14-3-202
(nonprofit). Articles must be submitted on white
8½x11 paper. An incorporator named in the articles or
the filing attorney should sign articles of incorporation. If the
Chairman of the Board of Directors or corporate officer of a profit
corporation has been elected, he or she may sign the articles.
Beneath the signature, the signer should indicate in what capacity
he or she is signing.
- Articles of Incorporation containing the following
information :
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- The exact name of the corporation.
- The number of shares the corporation is authorized
to issue. This will be the maximum number of shares the corporation
can issue without later amending its articles to provide for a
greater number. The number cannot be "0."
- The street address and county of the initial
registered office and the name of initial registered agent at that
office. The registered office address must be a street address; a
post office box, mail drop or mail center is not sufficient. The
registered agent may be an individual or another entity. The
registered agent must be able to be personally located at the
registered office. This is the party designated by the corporation
to accept notices on its behalf, and to alert the appropriate
corporate personnel.
- The name and address of each incorporator. The
incorporator(s) is the person(s) who signs the articles of
incorporation, delivers them to the Secretary of State for filing,
and then organizes the corporation.
- The corporation’s initial
principal mailing address. The principal office address may be a
post office box, unlike the registered office which must be a
street address. The principal mailing address is the address to
which any correspondence from the Corporations Division to the
corporation will be sent.
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