Georgia Foreign Registration / Leaving Georgia
Leaving Georgia: Form CD 555, item by item
Form CD 555, the Application for Withdrawal of Certificate of Authority, ends a foreign LLC's authority to do business in Georgia, and it costs nothing when filed online and $10 on paper. It has 8 numbered items. The points that catch owners out follow the items.
Withdrawal at a glance
- Form
- Form CD 555, Application for Withdrawal of Certificate of Authority
- Fee online
- None
- Fee on paper
- $10, the service charge
- Items
- 8
- For
- Foreign corporations, LLCs, LPs, LLPs and LLLPs
- Statute
- O.C.G.A. 14-2-1520; 14-11-707
- Expedited service
- The standard paid tiers
The eight items
| No. | Contents | Note |
|---|---|---|
| 1 | The entity type, from corporation, LLC, LP or LLLP, and LLP, with the entity control number | Tick one only |
| 2 | The entity name | As on the Georgia record |
| 3 | The home state or country | Where it was formed |
| 4 | A statement that the entity has stopped doing business in Georgia and gives up its certificate of authority | Printed |
| 5 | The entity withdraws its agent's power to receive service and names the Secretary of State for any proceeding based on a cause of action that arose while it was authorized | Printed |
| 6 | An address to which process served after withdrawal may be mailed | An address someone reads |
| 7 | A commitment to tell the Secretary of State of changes to that mailing address | Printed |
| 8 | Signature, date, printed name, email and capacity | LLC: member, manager, receiver, trustee or attorney-in-fact |
What the form does and does not end
Withdrawal ends the LLC's authority to transact business in Georgia and its registered agent's role. It does not wipe out claims from the Georgia years. Item 5 appoints the Secretary of State to receive service for any proceeding based on a cause of action that arose while the entity was authorized, and item 6 is where the Secretary of State mails the papers. A claimant can therefore still reach the LLC after it has withdrawn, which is why the mailing address matters.
Before you withdraw
Check that the LLC has actually stopped transacting business in Georgia, since item 4 says so under signature. If it has outstanding annual registrations, we check them against the date it stopped work in Georgia when we prepare the withdrawal. An LLC that never files a withdrawal and also stops filing annual registrations leaves the Division free to revoke the certificate. A revoked foreign entity cannot be reinstated, which matters if the LLC returns later.
Online or on paper
Online withdrawal through the eCorp account carries no fee. A paper Form CD 555 carries the $10 service charge and goes by mail to the Corporations Division. The fee schedule lists the filing under foreign corporation, LLC, LP, LLP and LLLP alike. Expedited review in two business days, the same day or an hour is sold at the standard tiers, which the fee schedule words as covering any corporation, LP, LLP or LLC filing. A returned check or a dishonored card payment on a paper filing costs $30.
The agent can also resign
A registered agent that wants out can file a resignation: free online and $10 on paper. The entity still needs an agent. If the LLC is leaving the state anyway, withdrawing is cleaner than leaving the agent to resign. See the agent page.
Withdrawing a foreign LLC from Georgia
Confirm the Georgia work has stopped
Item 4 says so under signature.
Choose a forwarding address
Item 6 is where later process is mailed.
Complete the eight items
Entity, name, home state, statements, address and signature.
File online or by mail
No fee online, $10 on paper.
Keep the confirmation
It is your record that the authority ended.
Withdrawing compared with letting the registration lapse
| File Form CD 555 | Stop filing and stop paying | |
|---|---|---|
| State cost | No fee online, $10 on paper | The annual registrations and late fees keep accruing |
| Status | Authority ends by your choice | The Division may revoke the certificate |
| Claims from the Georgia years | Are served through the Secretary of State | Notices go to the old addresses on file |
| Coming back later | New application and fee | No reinstatement for a foreign entity; new application and fee |
What to keep after you file
Keep the filed Form CD 555 or the online confirmation, the date it was filed, and the forwarding address you gave in item 6. If someone later says the LLC still operates in Georgia, the filed withdrawal is the document that answers them. Tell the Secretary of State if the item 6 address changes, as item 7 commits you to do.
Withdrawal questions
Do I owe the annual registration for the year I withdraw?
We check this when we prepare the withdrawal.
Can I withdraw and re-register later?
Yes. A new application and fee are needed.
Who signs for an LLC?
A member, manager, receiver, trustee or attorney-in-fact, as the form lists.
Our price, then the Georgia fee
Register in Georgia
Georgia$199
+ $235 Georgia fee
- Form CD 241, prepared from your answers
- The thirty-day clock checked against your start date
- Our office as your Georgia agent, or the one you choose
- Your annual registration window, marked
- Renewal: after the first year, the agent service renews at $149 a year
Our price and the Georgia fee are separate lines at checkout. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Georgia Secretary of State sources
- Georgia Secretary of State, Form CD 241, Application for Certificate of Authority for Foreign Limited Liability Company (PDF)
- Georgia Secretary of State, Corporations Division filing fees and expedited processing (PDF)
- Georgia Secretary of State, how to file an annual registration
- Georgia Secretary of State, Corporations Division business FAQ
- Georgia Secretary of State, Form CD 555, Application for Withdrawal of Certificate of Authority (PDF)
Working in Georgia already?
Tell us the day it started. We file before the penalty window opens, or tell you plainly if it already has.