What’s in a Name: Filing an LLC in Georgia

Instead of lying and telling you that the business plan is done (though it’s really close, the light at the end of the planning tunnel is really super big!), I have a little story to tell you about how not to register your LLC in Georgia. (And, possibly, other states, but I can only swear to Georgia).

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At the beginning of the year I wanted to go ahead and nail down a name for the business. I generally start with names or themes for projects, so why would the store be any different? After all, it’s just a really really big project, right?

After brainstorming (name-storming?) a couple dozen possibilities, the next step was to vet them for .com and social media availability (in my case I checked twitter, pinterest, instagram, etsy, and Facebook). It’s tedious as hell, but a necessary step in this digital day and age. I mean, you don’t want to get your heart set on The Name only to find some idiot is using it on twitter already. Sure, you could add a ‘the’ at the beginning or a ‘shop’ or ‘store’ to the end, but what are the odds your customers are going to find them before you? Exactly. It’s just not worth it.

Then, because it never hurts to test your favorites, I polled a few private Facebook groups I’m in as to their favorites, then I ended up picking one that wasn’t even in the top 3.

Because sometimes you just have to go with your gut.

Part of that was that I had put Scraps of Life in the hat, and it won by a landslide, but I realized that if the time came to sell the business, I’d be selling my online identity for the last decade or more. Since I wasn’t comfortable with that possibility, whether it was 5 years or 20 away, it and any other names I was personally attached to went out the window.

So, now to the good stuff: filing with the state.

Thankfully Georgia has a pretty simple online system to register your company with the Secretary of State. You’ll need to create a cGov360 account, then you can handle pretty much anything you need from this one login. One thing that came highly recommended was to reserve the desired business name before filing your official registration. It’s an additional $25 fee, but the name reservations will come back a yay or nay fairly quickly and, if you do it online, refiling in case of a problem is really simple.

Ask me how I know?

I was pretty sure that The Crafty Branch wasn’t going to have any obvious conflicts in Georgia, so imagine my surprise when my initial name reservation failed!

Turns out, just because you tell the state you’re registering an LLC (or a Corporation, I’d imagine), you are still required to include “LLC”, “L.L.C.” or “Limited Liability Company” as part of the name (or “INC”, “Inc.” or Incorporated, respectively).

So this is how I know just how simple it is to log back into your cGov360 account, make the necessary change, and click on refile.

Not surprisingly, the name went through just fine the second time.

Now, the name reservation is good for 30 days, so sometime within that window you go back to your cGov360 account and complete your Articles of Organization online and pay the $100 registration fee. The Articles of Organization, online at least, involve typing in your name and business addres 3 or 4 times and digitally signing it. It really is that simple. The down side to registering early, is that I didn’t have a business address yet, so I was using my home address (also could be referred to as a records address). That’s not a problem until I get an actual business location and need to update the records with the state: that privilege costs the same amount as the annual filing fee, $50. But you want to be sure of the name and registration before you go shopping your business around the investors, so you do what you have to do!

Again, with such a simple process, how could I screw it up?

Apparently easily.

The failure notice, this time, said that I entered a title (when I digitally “signed” the application) that was not appropriate for an LLC registration. The only appropriate titles for the signer of the LLC application are Member/Manager, Organizer, or Attorney-In-Fact. The first screw-up I take full blame for as it totally didn’t occur to me to include LLC in the registered name, but I’m going to have to insist the State of Georgia take partial blame for the second error. You see, I listed myself as the Owner (which is technically correct) but it’s not like I typed it in–I selected it from their drop-down menu of about a dozen options.

So, listen up programmers, how about another If>Then statement to narrow the drop-down options for the type of registration being filed, mmmkay?

Anyway, another login, update, and refile (thankfully these refiles don’t require re-paying the fees) and another week of waiting and I finally had full and clear license to The Crafty Branch, LLC; at least as far as the state of Georgia is concerned.

And while you’re in a filing mood, you’ll probably want to register the name with the IRS to get an FEID number (instead of using your social at this point) as well as set yourself up with the Georgia Department of Revenue for sales tax (and any other taxes you may need to file, like employment taxes and unemployment insurance if you’ll have employees in the near future).

And a disclaimer, just to cover my butt in case something of the above is wrong or becomes wrong by the time some stranger reads this and takes it as gospel: I am not a lawyer and I am giving absolutely zero business or legal advice, because that would probably be illegal. This is just my experience to date, as of it’s original posting. You should always verify the current regulations and fees in the state you are looking to organize in for the most up to date information, and seek actual legal counsel if your organization is in any way, shape, or form more complex than a single-member LLC. And even probably then.

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