Georgia Corporate Kit

Congratulations! You’ve decided to incorporate your business or charter it as a limited liability company. With this choice, you must now deal with several documents required by Georgia’s Secretary of State and regulatory agencies issuing licenses and permits. This paperwork is necessary for you to be able to take on investors and issue stock certificates, and it must be maintained as an initial part of the company’s books and records.

For help completing these requirements and operating a legal entity in the state, call an experienced lawyer at Sparks Law. Our team of attorneys will work with you to customize your Georgia corporate kit and organize all documents you need for running a successful business.

What is Contained in a Corporate Kit?

A Georgia corporate kit contains organizational documents related to rules and policies. During the business’s life, various records may be added to the kit, such as contracts, tax and accounting information, shareholder records, and private placement memoranda to raise capital.

Initially, a corporate kit for a Georgia business should include:

  • Articles of Incorporation
  • Bylaws
  • Registered agent information
  • Articles of Organization if filing as a limited liability company (LLC)
  • Organizational minutes and future minutes recorded at Board of Director meetings
  • Stock Certificates or Stockholder Agreements, or Membership Agreements for LLCs
  • Corporate Record Book and Seal

Uses for a Corporate Record Book

A corporate record book is essential for many reasons. For instance, it may function as a:

  • Valuable reference for Internal Revenue Service (IRS) audits
  • Business record for debt or equity transactions
  • Repository for all contracts if disputes arise
  • Stock record if the company issues or transfers stock to new shareholders

At Sparks Law, our Georgia attorneys are experienced in customizing clients’ corporate kits and including all the necessary records as their businesses grow.

Main Organizational Documents in a Corporate Kit

To charter a Georgia company, owners must elect a status, usually as a corporation or LLC. There are fees for both types of filings, as well as the following required documents.

Articles of Incorporation

The Articles of Incorporation filed with the Secretary of State includes necessary information about the business. It also states whether the company is electing to operate as a C or S Corporation. As a knowledgeable attorney can further explain, a C Corporation affords shareholders limited liability for corporate losses but a responsibility for corporate taxes. An S Corporation designation creates a pass-through entity in which profits and losses are reported on shareholders’ personal tax returns.

Articles of Organization

Articles of Organization are filed when owners choose an LLC status. The information filed is similar to corporate articles, and both usually include:

  • The business name, which must be unique in Georgia
  • Business purpose
  • Address
  • Name of the registered agent
  • Number of authorized stock shares

Additionally, officers’ and directors’ names must be filed within ninety days of incorporating. Although bylaws or operating agreements do not need to be filed with the Secretary of State, they should be part of any Georgia company’s corporate kit. Our skilled lawyers can provide dedicated assistance with this filing process.

Bylaws and Operating Agreements

Whether a company needs bylaws or an operating agreement depends on if it is a corporation or an LLC. Corporations are owned by stockholders, while LLCs are owned by members who hold a percentage interest.

Bylaws (adopted by corporations) and operating agreements (used by LLCS) both govern how the company will be run. These comprehensive documents explain the following information:

The lawyers at our Georgia office can customize each document to cover the issues specific to your business.

Organizational Minutes

At the first meeting of a corporation, the organizational minutes should state the resignation of the incorporator if that person is not staying on as a director. These records should also name at least one director, as well as founding shareholders and number of shares held. A skilled local attorney can further explain the necessary topics to cover in the organizational minutes, as this file will be an important part of the company’s corporate kit.

Call a Georgia Lawyer to Help Build a Successful Corporate Kit

As your business grows and evolves, there are many new issues and considerations that may arise. It is important to keep diligent records and establish various rules to protect the future of your company. For this reason, a well-tailored corporate kit is an important tool for success.

The attorneys at Sparks Law can help you set up an initial Georgia corporate kit and work with you to add the necessary documentation as your company grows. Give us a call today to learn how we can help you achieve your business goals.