Domestic Limited Partnership Formation Filing in Georgia

At a glance

Requirements one by one

Certificate, agreement, and signatures

O.C.G.A. § 14-9-201 requires an executed certificate filed with the Secretary of State. It states the LP name, registered-office address, initial service agent's name and address, and every general partner's name and business address. Section 14-9-204 requires all general partners to sign the original certificate and permits an attorney-in-fact to sign. The § 14-9-101 definition recognizes a written or oral partnership agreement; the formation provision centers on the public certificate.

Name and service office

Section 14-9-102 requires “limited partnership” or “L.P.” and distinguishability from the listed active LP and corporate names. Section 14-9-104 requires a Georgia registered office and service agent, with the agent's business-office address the same as the registered-office address.

Fee and effective time

Section 14-9-1101 sets a $100 statutory certificate fee. For a paper filing, the Secretary of State's current guide specifies the certificate, a transmittal form, and $110 total, including a $10 service charge. Under § 14-9-201, the LP exists on filing or a specified later time or date within 90 days. Under § 14-9-206, the Secretary of State to endorse receipt and return the facsimile copy after accepting a conforming filing and its fees.

What trips people up

Paper submission includes a transmittal form. The Secretary of State's guide calls for a transmittal form with a mailed certificate and separates the $100 statutory fee from its $10 service charge.

LLLP status is a separate election. Under § 14-8-62, the certificate states the election; § 14-8-63 requires the limited liability limited partnership name; an ordinary LP certificate does not itself settle partner liability.

The initial formation provisions contain no newspaper step. Sections 14-9-201 and 14-9-206 prescribe execution, filing, and effective time without an initial publication or proof filing.

Common questions

Must every general partner sign the original certificate? Yes. Section 14-9-204 requires all general partners' signatures and permits an attorney-in-fact to sign.

Can the LP specify a later effective time? Yes. Section 14-9-201 allows a later time or date no more than 90 days after filing.

Does the certificate list limited partners? Section 14-9-201 lists general partners' names and business addresses as certificate contents; the § 14-9-101 definition still requires at least one limited partner for the entity to be an LP.

Statutes and sources

• O.C.G.A. §§ 14-9-101–104: LP scope, agreement, name, registered office, and agent. Official Title 14 distribution (accessed 2026-09-23).
• O.C.G.A. §§ 14-9-201, 14-9-204, 14-9-206, 14-9-1101 and § 14-8-63: certificate, signing, effective time, fee, and LLLP designation. Official Title 14 distribution (accessed 2026-09-23).
• Georgia Secretary of State, domestic LP filing guide: current paper transmittal and $110 total. Official guide (accessed 2026-09-23).